Marvel's Avengers: Superior to Us
by BrenRome
Summary: My Marvel-ized Version of Injustice: Gods Among Us. After loosing his wife and unborn daughter, Peter Parker becomes a tyrant and only this world's Steve Rogers can stop him with a little help from another reality. But will it be enough? (I own NOTHING! This is for FAN-purposes Only, So PLEASE don't sue!)
1. Chapter 1

**Hi All! Well, here's a story I've had an idea for recently. I am proud to present to you my Marvel-ized version of last year's best superhero fighting game 'Injustice: Gods Among Us.' This is also my attempt to once again, tell a good Spider-Man story. Why? BECAUSE THE SPIDER-MAN TODAY SUCKS EGGS, AND I FREAKING HATE DAN SLOTT AND MARC WEBB! Seriously! Anybody not already brain-dead (ugh, no pun intended,) from last year's complete FAILURE of the character's fiftieth anniversary. As if the movie last year didn't suck hard enough (and the sequel is looking worst save for the only line I like about Electro killing Peter [to paraphrase the Klingon's in Star Trek; "Today is a good day to die."],) last year, Dan Slott killed Peter Parker, having Doc Ock take his body in a way that is not seen nor explained to us, and have him become the 'Superior' Spider-Man. I use quotation marks because Ock is about as Superior a Spider-Man as George Bush Jr. was a Superior President to his father. Oh, but here's the best part; I figured out what Dan Slott's method of Madness is, and you're not going to believe me when I tell you, I still don't believe it myself, but this is Slott's explanation, and I bet you your jaws are gonna hit the floor when I tell you this. You ready? All strapped in? Okay, here we go. According to Dan Slott; this whole idea of Ock taking over is Slott's big tribute to Doctor Who. Yes. You heard that. This is the reason why Peter Parker had to die in the most insulting, bull****ing, and saddest ways possible. Now, I ask Mr. Slott, with all due respect…did you start drinking paint from a cow's utters? I know it's not intentional to write this stupid, but this is the only way I can imagine you being able to be such an a**hole of a writer. SERIOUSLY! THIS IS MY MESSAGE TO THE TRUE SPIDER-MAN FANS OUT THERE READING THIS! IF YOU REALLY ARE TRUE FANS, TAKE EVERY COPY YOU OWN OF SUPERIOR SPIDER-MAN, PURGE THEM IN FLAMES, AND REFUSE TO BUY THESE ISSUES UNTIL DAN SLOTT BRINGS BACK PETER! What's that? He's coming back? And from the looks of it, Peter might owe Doc Ock something? Well, here's what he owes him; the chance to rip out Ock's GD heart and then show Ock how black it is before he dies. What?! It's not like Ock's doing anything differently! Seriously Slott; GIVE US BACK THE PETER PARKER PRE-OMD! NOT A PETER WHO MAKES DEALS WITH THE DEVIL, NOT A PETER THAT WORKS FOR A RIDICULOUS COMPANY WITH COMPLETELY IDIOTIC INTERNS ENOUGH TO MAKE JANE FOSTER'S PARTNERS FROM THE MARVEL FILMS LOOK SUBTLE, AND SURE AS HELL NOT A PETER WHO IS CONTROLED BY DOC OCK; PUT PETER PARKER BACK THE WAY HE WAS! Okay, so as you can tell, I'm not exactly a fan right now of the way Peter's been portrayed recently. In fact, I had the chance to see 'Spider-Man: Turn off The Dark' recently, and guess what?! IT'S A GOOD MUSICAL! Seriously, let's all forget about the technical errors that have happened. The musical takes everything that made me a fan of the character in the first place, and transitions them into the musical so well that if I didn't know any better, I was probably still living in a world where Dan Slott and Marc Webb never existed. It's very sad to think that THIS is the closest we get to an ACTUAL Spider-Man story. And don't ANY of you dare say "well Norman Osborn got screwed up!" You wanna talk screwed up, look at Goblin in TASM2 and tell me he doesn't look like the horrifying love-child of Shrek, Billy Idol, and Gollum! Besides, Norman's a businessman; a moneymaking tycoon! They're supposed to be bat**** crazy! Just look at Donald Trump or Bernie Madoff and tell me I'm wrong. Tell me those people don't do the most absolute crazy things that would give even Malcom Tucker or Doctor Cox a hard time to come up with a good insult for. So yeah, point being is that this is me using the concept of Injustice to tell a GOOD Spider-Man story that's a REAL tragedy without any crap about 'Secrets being kept' or 'Let's kill off a famous hero and swap him with a villian!' So with that said, please read and review. Of course, I own nothing. Because if I did, Spider-Man wouldn't suck nearly as hard as he did, James Cameron would be the current film series director, Brian Michael Bendis would be writing the comics, and Dan Slott and Marc Webb would be homeless and living off of rats in the sewers. This is for FAN purposes only, so please don't sue! With that said, enjoy.**

…

"_Behold! I am the Watcher! Since the dawn of your universe, I and my kind have watched you grow. I have seen your beginnings from the day your kind learned to walk, and I will see your end when your world eventually dies. I have always had a fascination for you and your world. A world which is filled with gods and demons who wage war on each other every day. But in particular, there is one whom I propose a question to. Consider the costumed hero known as Spider-Man. He is a great hero on your world, guided by a sense of responsibility to protect people and those closest to him. But this act of goodness is not always pure. In some ways, it can be corrupted. For you see, dear listener whom I speak to now from my home on the blue area on your moon, as a Watcher I have the ability to see other worlds. Other universes if you will. Ones which rotate around the world you live in and are almost exactly the same save for a difference or two. Sometimes the changes from your world can be different in the slightest sense of someone deciding to walk or take a mild jog, or very drastic in that the fate of your world's governments will go to war with each other or not. There are infinite versions of these alternate earths which are separated by only the thinnest cosmic energy to keep them separate from each other. Ah…but in one, I will show you a world in which a great tragedy will befall the hero known as Spider-Man and change his own destiny forever…"_

_-Uatu the Watcher, Designated Watcher of Earth Earth-199999616_

_**New York, Earth-1999996167b…**_

Today should have been an ordinary day. An ordinary day was when a super villain or giant robot attacked and The Avengers or some other hero would come and save everyone. The people of New York always assumed that nothing bad would come to them as a result of a super villain attack, and that they had nothing to fear from any kind of powers.

Today was the day that everything changed.

At 6:15 PM Local Time, there was a giant flash of light that came from Queens. The area of Forest Hills had been vaporized in a nuclear explosion.

Countless millions were murdered, and the names were still coming in.

May Riley-Parker-Jameson.

J. Jonah Jameson Sr.

J. Jonah Jamerson Jr.

Eugene "Flash" Thompson

Elizabeth "Liz" Allen.

The names kept pouring in as rescue workers along with the help of The Avengers and other various super humans attempted to pull whoever was still alive out of the wreckage.

But in the gathering of all these heroes, there was still someone missing.

…

_**The Raft…**_

Johann Shmidt felt the red-gloved fist smash his face in as he was forced down into a chair. He smiled sinisterly. It was too late to undo what he had done. His plan had gone perfectly, and everything would almost be completed.

The figure of Steven Rogers, Captain America, leaned on the desk, looking at the Skull with a face demanding answers from him.

"THE NUKE!" Steve yelled, "Where'd you get it?!"

"Do you want one as well, Herr Captain?" The Skull asked sarcastically.

Steve was furious right now for two reasons. One was that The Red Skull had finally managed to commit genocide unlike anything the United States had seen before. But also equally upsetting was the cause of this had been at the hands of someone whom Steve had felt was almost like a second son as Bucky was to him.

"You made him murder his wife, Skull." Steve said, through grinding teeth, "You made him murder his unborn child and took his home away from him. WHY?!"

He brought his fists down on the desk hard as the Skull sighed.

"It's simple, Rogers." The Skull laughed, "I did it to prove a point."

"This has always been between you and me!" Captain America said, grabbing the Skull by his jacket, "Why'd you do it to him?!"

"I wanted to win, Captain." The Skull explained, "Every time we have crossed paths, you have always defeated me. Your spirit is too strong for me to break. But the spider…ah! Herr Parker was an easy soul to manipulate and crush his dreams. That's why I took his wife and implanted the trigger to that warhead I stole. And with the Symbiote I stole combined with actor's hallucinogenic gas, I nullified his Spider-Sense so he thought he was fighting that red alien monstrosity the whole time. And he murdered his own wife and unborn daughter. As I said, Rogers, you are too strong to break. But the Spider finally knows what true pain feels like. He knows the harsh reality of the world as you once did."

He paused to see Steve was still looking confident that Peter would recover from this.

"What do you think it will do to him, Herr Rogers?" The Skull asked, "You were made knowing the world was broken, but the Spider was optimistic. He was a naive fool who believed the world was right as long as he was in it. Now that he's murdered the people closest to him, how do you think he will react now?"

"It won't work, Skull!" Steve declared, "Peter will grieve, yes, but he won't break. He'll remain the hero that I've seen him be for a while now."

"Is that so?" The Skull asked, as he heard the sounds of guards screaming as footsteps began moving closer to the cell they were in, "Let us put that to the test, shall we?"

With that, the door flew open, and in stepped the figure of Spider-Man. Steve could see his fists were clenched tight together, and could hear the angered breaths underneath his mask.

Peter slammed the door shut behind him, and webbed it up, preventing anyone else from coming in.

"GET AWAY FROM HIM." Peter demanded, anger clear in his voice.

"I'm handling this." Steve told him.

Peter approached The Skull who leaned with one elbow on the table to hold his head up.

Peter then threw the table into the right wall, breaking it. With just as much speed, Peter took the skull by the neck and slammed him into the opposite wall.

"YOU DRUGGED ME!" Peter yelled, "MADE ME…"

He looked at the ground defeated.

"Mary Jane…" He said, sadly, "My daughter…"

This wasn't supposed to happen. It was supposed to be the happiest day of his life. He had discovered his own wife was pregnant with their daughter before she was kidnapped and experimented on by The Skull and his daughter, Sin. He found her with the help of the Avengers in a blimp, only to find Carnage was waiting for him. Desperate to defend his family, Peter tackled Carnage out of the blimp, and repeatedly beat him as they fell down to Manhattan bellow, Peter attacking Carnage with all his might to make sure he could be easily subdued.

It was only when they landed on top of the Chrystler Building that Peter realized he had been tricked.

He hadn't been fighting Carnage at all.

Instead of the villainous symbiote, it was the broken, bleeding, and dying body of Mary Jane Watson-Parker that he stood over. Then his Spider-Sense kicked in as Mary Jane and her unborn daughter died. Seconds later, Peter could see the blast that had gone off from his home in Forest Queens. His Spider-Sense had been on fire, but he didn't hear any of it. Not when he carried the dead body of his wife outside the place which had been his home for the past few years. Not when Captain Marvel attempted to comfort him. Not when he learned that The Red Skull had been taken in and was facing interrogation. Not when he took off instantly to get here despite his fellow Avenger's protests.

All he could think of was that The Skull had done this and if Peter had acted sooner, he might have had a chance to save everyone.

"First your Uncle and now your entire family." The Skull smirked, patting Peter's right shoulder, "People you love tend to die because of you, don't they?"

Peter growled as he raised a fist up to punch the Skull in his face.

"Peter don't!"

Peter punched the wall just inches away from the Skull's face as he smirked, continuing to goad the young hero.

"That's what I think is so fascinating about you, Spider-Man." The Skull laughed, "You're much more gullible than him."

He motioned to Cap as Peter threw the Skull into the opposite wall. At the speed The Spider had thrown him at, a normal person would have all the bones in their body broken, but years of prolonged experiments to keep him from aging allowed the Skull to recover albeit with some pain in his back.

"You think you can have a family." The Skull pointed out, "That locking me up in here will somehow magically reform me. And the people you love will be safe."

He pulled his chair back up and sat back down in it.

"Typical American Optimism." The Skull laughed, as Peter approached him, "Now leave me. I have planning to do to kill even more the next time I break out."

Peter had finally taken all he could from The Skull. He already killed so many of Peter's friends and Peter was not ready to let The Skull do this to him or anyone else again. There was only one way to do it and Peter didn't care about the consequences any more.

He took The Skull by the neck, ready to do what was nessecary to save millions.

"THAT'S ENOUGH." Cap declared, stepping up to stop Peter.

Peter just flung him back with the swipe of a hand as Cap hit the back wall hard.

"I know it's soon…." The Skull wheezed as Peter focused his attention back to the former Nazi, "But…do you think you'll ever love again? Perhaps….Perhaps next time you won't end up killing your next family."

Peter drew his fist back.

This was the point of no return and Peter Parker had made his decision in the name of the greater good.

Steve Rogers looked up just in time to see Peter punch the Skull in the neck. The punch, however, was so hard that upon impact, The Red Skull's head was decapitated from his body, as it rolled onto the floor, while blood began gushing from the neck.

Johann Shmidt was dead.

And worst of all, Steven Rogers, who had lived through the second World War, and fought in some of the most prominent wars in this day and age knew that this was only the beginning of another battle.

….

"_After the death of this reality's Red Skull, Peter Parker secluded himself in his home, reflecting on his decision for two weeks. Meanwhile, this world's government decided that S.H.I.E.L.D. was no longer able to keep the peace it had worked so hard to do. It was dismantled as The President turned to Spider-Man for help, deciding that since the hero had been personally involved with the Destruction of Queens, the chance of Redemption might better himself._

_Unfortunately, upon hearing of an attack by Mardipoor, Spider-Man finally left his home and against the rules of the land there, captured the President of that land, and dethroned him personally. Captain Marvel, whom had decided that this would be the time to support the man who had lost his family, helped him prepare a speech in which Peter Parker revealed his identity to the world before accepting his position as head of his own new peacekeeping organization W.E.B.S.; The Worldwide Enforcement Ballistics Super-Force. This organization began forcing various nations to never start a war again, and even recruited various Avengers such as Anthony Stark; The Iron Man, and Thor Odinson. Additionally, they gained the support of one of this world's veteran scientists, Norman Osborn. I see the troubled looks in your eyes, readers. The Norman Osborn you are familiar with is the villainous Green Goblin, who in your world murdered countless individuals including Parkers' first love Gwen Stacey, and at one point took control of your World Security. In this world, however, Osborn has not suffered from insanity as the divergence between this world and your is that Osborn's wife Emily was able to live through giving birth to their son, and thus was there to stop Norman from making his formula that granted his abilities as unstable as he did in your dimension. So instead of being a villain, Norman actually serves as W.E.B.S.'s chief funder and close friend and role model to Parker._

_But there were those who knew that W.E.B.S. and its new Director were unstable, and so with the help of Nick Fury and what remained of S.H.I.E.L.D., Captain America gathered an army of Avengers who did not see Parker's reign as a force for good. The Team originally consisted of Rogers, The Black Widow, Hawkeye, The Winter Soldier, Doctor Strange, Luke Cage, and Jessica Jones._

_But then came the day when the resistance learned of Parker's latest weapon; an endurance pill that boosted the user in strength and gave them half the speed and agility of Parker's own powers. The team was split into two. Fury, and Barnes would lead a team of S.H.I.E.L.D. agents into battle as a distraction, while Rogers, Barton, Romanov, Strange, Jones, and Cage would mount a break-in to The W.E.B.S. base and steal this endurance pill for an analysis. Unfortunately, they found that Emily and Harold Osborn were visiting, and as they were close friends to Peter as Norman was, Peter realized what was going to happen and ruthlessly murdered Fury by snapping his neck while Barnes was killed by this reality's Rick Jones with a shot from behind._

_Parker returned to his organization's Helicarrier, as Barton created a wall between him, Romanov, Cage, and the remaining Secret Avengers._

_Barton originally attempted to hit Peter, but the hero's senses had improved following his ruthless descent into madness, and he managed to deflect the arrow into Harold Osborn's arm by mistake._

_Now out for blood, Romanov was able to toss the pill to Cage, and tossed it to Barton, who attached it to an arrow and shot it out of the Helicarrier, along with his tracer, which allowed the Secret Avengers to retrieve it._

_Unfortunately, Barton, Cage, and Romanov were all killed. Cage was killed by an experimental lazer blast from an incoming Osborn, Romanov was webbed up and suffocated, and Barton himself was beaten to a bloody pulp by Peter Parker's own hands._

_It was only when Emily stopped him that Spider-Man saw the handiwork that he had done._

_Electing to stay behind and buy more time to stall Parker, Strange left to go back to try and calm the former hero whilst Rogers sent Jones and the remaining S.H.I.E.L.D. agents to another of Nick Fury's secret bases while he attempted to scan and upload the pill so they would be able to manufacture more for the resistance._

_When Strange spoke to Parker, he summoned the man's dead Aunt and Uncle who tried to convince him that what he did was wrong. However, all Peter Parker took away was that Steve Rogers lead them into this death because he was too stubborn to change. Despite the pleas of his adoptive parents specters, Peter refused to listen and instead went after Rogers who was already uploading the pill for analysis…"_

…...

_**The Helicarrier…**_

Steve Rogers was thankful for times like this when some technology was easy to understand. Nick Fury had shown him how to use the synthesizer before they left for this mission. It had cost the lives of Fury, Cage, Barton, Natasha…Bucky, now dead for a second time…no. Steve had to focus on the task at-hand. He had to complete the synthesizer. Strange wasn't going to be able to hold Peter for long. Peter was no longer the man that they knew him to be anymore.

Uploading the code, Steve watched at the progress bar appeared on one of the nearby monitors. Steve held his breath and prayed that this would not take too long.

Suddenly, an image appeared on the screen. It was grainy, but there was the outline of a figure on there.

"He's coming!" A voice declared.

Steve didn't recognize the voice. It sounded like someone who was in their early 30's, late 20's, and from the sound of their voice, they sounded really panicked about the situation.

Steve looked back to the loading screen. Only 6% of the upload was complete.

"I can't leave." Steve said, "It's not finished yet."

"HE'S COMING!" The voice repeated.

"No." Steve corrected as he heard a familiar 'Thwip' behind him, "He's already here."

Peter Parker, Spider-Man, looked at Rogers who still had his back turned. Peter was unaware of the screen showing the upload sign and Steve had to keep it that way so that the resistance could get the formula.

"Can I help you?" Steve asked.

"I put away all the criminals in New York." Peter said, in an angry tone, "But I left the cause. The hypocrite who believes he's doing the right thing by promoting a country that wasn't perfect to begin with yet he kept letting the REAL evils of the world live over and over again. It's over, Steve. You had a chance to join, but it's all over now."

Steve sighed, the screen read 18% completed.

"You're delusional, Peter." Steve told him calmly.

With lightning speed, Peter grabbed Steve by the neck, lifting him up.

"BE CAREFUL HOW YOU TALK TO ME." Peter said through gritted teeth.

"Why are you here, Peter?" Steve asked.

"I'm here to end this." Peter answered, no longer gritting his teeth but still using a serious tone to his voice.

"No." Steve corrected, "If you were here to end this, you would have killed me already. You could have used your new Helicarier to launch a missile at me, or have Stark cook up something. If you were going to end this, you wouldn't need to be here."

Steve looked at Peter's hands, noticing there was still blood on them.

"Is that Clint's blood on your hands?" He asked.

Peter stopped applying a hard pressure to Steve's neck, but made sure it was enough to keep Steve restrained. For a moment, Steve could see the regret in his old teammates eyes.

"I…" Peter tried to say.

"He was the most compassionate friend we ever had on The Avengers." Steve said, "Go ahead, Peter. Justify his death. Justify Natasha's. Cage's. Fury's. Bucky's. And I'm assuming you took out Strange now too. Go ahead and justify the many lives you've taken. Tell the world why these people had to die for the 'greater good.'"

Steve took a quick glance behind him to see that 37% of the upload was complete.

"I know why you're here, Peter." Steve reasoned compassionately, "I've seen this before. You think I can stop you, and I believe somewhere deep down inside you want me to, son."

Upon hearing this, Peter whipped his head back towards the Super Soldier and threw him into the wall behind the new World-Leader.

"SHUT UP!" Peter demanded.

Steve hit the wall hard, and groaned as he got back to his feet, taking a quick glance, he saw the upload was 54% complete. He had to stall for just a little while more so that the formula could be finished with the analysis and upload.

"That would be easier, wouldn't it?" Steve asked, "If I just shut up? If I just got one of Stark's suits and repeatedly blasted you, over and over again?"

There was no response.

"I'm sorry to be so anticlimactic, Peter." Steve apologized sarcastically, "Especially after all you've done, and everyone you killed, but I'm not going to do that. I'm not going to fight you because I don't think there's a way to beat you without killing you."

He pressed a keypad behind him with another combination. Another distraction set up by the late-great Nick Fury in case this happened.

"And I'm not like you, Peter." Steve said, "I'm not a murderer."

Suddenly, a voice began playing over the speakers from a time Peter knew all-too-well in his life.

"Do you, Peter Parker take this woman, Mary Jane, to be your lawful-wedded bride?"

"This woman is very special to me, and she knows the risks she's getting into. And yet she still loves me. How can I turn down something like that? Do I take her as my wife? I do. I promise to love her, protect her, and honor her until the end of time."

"Then by the power invested by me by the sovereign state of New York, I now pronounce you husband and wife!"

"Stop it." Peter demanded.

"Protect and Honor." Steve's voice called out.

Peter was distracted by the recording of his wedding day that he wasn't focused on Steve and only realized now that he was now out of sight.

"You can't hide from me!" Peter yelled, "I won't play your games, Steve!"

"You failed to protect her."

"I FAILED?!" Peter yelled, appalled and disgusted by Steve's taunts, "YOU FAILED EVERYONE! YOU LET CRIMINALS GO TO JAIL KNOWING DAMN WELL THEY COULD EASILY BREAK OUT AND KILL OVER AND OVER AGAIN!"

From up on the scaffolding above, Steve could see that the analysis was now 83% done.

"And honor?" Steve asked, "Do you honestly believe you're honoring Mary Jane by doing this? Is this what you honestly think she'd want?"

"I'M DOING THIS FOR HER!" Peter declared.

"No." Steve replied, taking out his final gift from Fury, "You stopped doing things in Mary Jane's honor the moment she died. When that happened, you lost your humanity completely."

"I'm done being lectured, Steve." Peter declared, "Time to stop hiding and face me now."

Steve glanced again at the screen.

93%.

Steve looked at the final thing Fury had imparted on him before the mission. A single remote for the final weapon against Peter in case of this.

"You're right, Peter." Steve agreed, "But first, let's even thing up."

With that, he pressed the button.

"Let's give you what you wanted."

Peter's Spider-Sense began ringing, but suddenly, a louder buzzing noise began ringing in his ears. The buzz became high-pitched, and ultimately too much for Peter as he fell to his knees in pain. Steve jumped down from his hiding place, looking at the screen.

96%.

Steve made a lunge for the pill as the now-speeding upload reached 99%.

His hand went for the pill…

Only to be caught by Peter's hand.

"No." He said, taking the infamous shield of Steve's right arm and throwing it to the ground.

Peter then punched Steve hard in the face. The Living Legend of World War II could hear the bells ringing in his head, as Peter then tore off Steve's mask, exposing his face.

"You're right, Steve." Peter told him, raising him over his back in a torture hold, while webbing Steve's shield up with one hand and catching it on his knee, "I'm not here to kill you. But I can't have you in a position where you can hurt me or end up making decisions that harm the world anymore."

"PETER DON'T!" Steve begged, "PET-"

Steve Rogers got no further as Peter slammed Steve's back down over his own shield. Steve screamed in pain and anguish as he felt his back snap at the hands of his own legendary Vibranium shield.

Peter then let Steve drop to the ground as he looked at the broken hero.

"I'm sorry." Peter apologized, "But you're just too dangerous, Steve."

Steve forced himself to look up and saw that the upload was completed. He smiled to himself. The Resistance would now receive this and they could fight back against Peter.

"Stay down, Steve." Peter said, "I made sure to put all my might as I could to break your back. I'm honestly surprised that you're still conscious. But it makes no difference."

He stood over Steve, looking down at him seriously.

"I'm putting you away with them, Steve." Peter told him, "You're going away with all the other villains. Accept it."

Peter could Steve was ignoring him and instead tried to push himself up.

Sighing, Peter placed one boot on Steve's back, and applied pressure to it.

"STAY. DOWN." Peter said, causing Steve cough up blood as a result, "Stop trying to fight me!"

"I wasn't…I wasn't trying to fight you." Steve grinned, despite the immense pain he was in, "I was trying to distract you."

Peter turned back and for the first time noticed the analysis table with the screen reading 'Analysis Complete. Files have been sent to uploaded location per-instructions.'

"What…" Peter asked horrified by what had happened, "What did you do?"

"I did what I always do, Peter." Steve smiled, "I gave us a fighting chance. Now we can make more of that durability enhancement for ourselves. We don't have to be afraid of you, Peter. Not anymore."

"Tell me where you sent that data." Peter growled slamming his palm into Steve's back and applying all the pressure he could, "TELL ME!"

Steve screamed in pain again, but remained vigilant as he spoke to Peter.

"I want you to remember this moment, Peter." Steve declared, "I want you to never forget this moment. The day when you resorted to torture for the 'greater good.'"

Peter took his hand back and looked at him shocked.

"I didn't…I didn't mean to…"

"No." Steve interrupted, "That's right, Peter. It's not your fault. You just find someone else whom you can easily stick the blame on. You're no longer a hero, Peter Parker. You're just some punk who works within the government now, that wouldn't understand the first thing about ACTUAL war like I do."

As Peter backed up, he suddenly felt a hand grab his shoulder.

"Peter Parker?" A voice asked.

Peter turned around to see a newcomer standing behind him with a very disappointed look on his face. He wore polarized sunglasses, and a fancy black-and-white tux with a red tie. His hair was short, almost a buzz cut and orange. Peter had heard of this guy. He came in a few weeks before the disaster that had cost millions their lives.

"Agent Coulson?" Peter asked.

Peter then looked behind Coulson and saw the enhancement pill was gone.

Before he knew what was going on next, Coulson grabbed Peter by the neck of his costume, and slammed his head into Peter's face. The result gave Peter a pain unlike anything he had felt before, giving off a 'KOOM!' sound. Coulson pulled away to look at Peter. Spider-Man was dazed, his nose broken and bleeding from both nostrils.

Coulson poked Peter in the chest with one finger, and the corrupted hero fell to the ground with a 'THUD.'

"I'm VERY disappointed in you." Coulson stated, as he got down on his knees and pounding Peter in his face.

"Never again." Coulson declared, "YOU HEAR ME?! YOU DON'T GET TO HURT MY HERO ANY MORE!"

When he was finished, Coulson got up and knelt next to Captain America.

"Steven?" He asked, "I'm going to have to carry you. I'm sorry. This is going to hurt."

He grabbed Steve, who groaned with pain and quickly ran out of there.

Parker could only groan as he watched Coulson escape with Steve in his arms. Peter tried with every ounce of strength he could to push him up, but instead fell back on his back before blacking out. When he would awake later, he would be severely pissed off.

…

"_Thus, The Manhunt against Steven Rogers and Agent Coulson begins. Jessica Jones, unable to cope with the death of her husband and fearing what the resistance will potentially turn her into quits Roger's Secret Avengers, and is given amnesty by Parker's forces. Thus, on this world, only two individuals with no real powers fight a war against unlimited technology and power. However, there is only one play left that Rogers and Coulson have; it is known as 'Operation: The Gauntlet.' A final play by The Nicholas Fury of this Earth in the event that any hero step out of line; Nicholas secretly had a way of bringing together the legendary Infinity Gauntlet as well as the Infinity Gems, so that the user could use the gauntlet. However, this plan was made with a device that could only be used by the heroes of Roger's Secret Avengers team; most of whom are dead, and the only one alive on the wrong side of the battlefield. Fortunately, with the help of the mysterious benefactor, Rogers and Coulson were able to find help from the most unlikely of places. Another reality. Mine to be precise. And that, privileged viewers, is where our story begins…"_

_-Uatu the Watcher, Designated Watcher of Earth Earth-199999616_

_**So there you go, everyone! Hope you all enjoyed Coulson being as badass as I did writing it. I swear, every time I read this, I can hear the 'halleluiah' church choir singing as Coulson beats down on Spidey. I think now I can be bold enough to say that I might have even out-written the great Joss Whedon, but don't let him know I said that! Anyways, hope you're all ready to join me for this fanfic now. Next chapter will see the heroes of this Watcher's Reality dealing with the daily supervillains, and our favorite red-white-and-blue Super Soldier of that reality doing what he does best; kicking some major ass. ('Merica! **** Yeah!)**_


	2. The Veteran

**Hi, everyone! Welcome to the next chapter of Avengers: Superior to Us. Before we begin, a few things. We lost an internet celebrity recently, the great Justin Carmical, better known to the internet as JewWario of ThatGuyWithTheGlasses. It's been a little over a week now since he died, by committing suicide, and while I didn't watch a lot of him, he was still VERY entertaining and it comes as a complete shock that he would commit suicide. But life goes on, and I'm doing a bit better after the shock. My heart goes out to anybody who misses him and I sympathize with them, and hopefully, he's watching us from somewhere in heaven. **

**Anyways, on with the story. Right now, we are back with Avengers: Superior to Us, and what better way to kick it off than by a chapter with America's greatest hero, Steve Rogers, Captain America. Expect pure awesomeness, and as always, reviews are appreciated. Oh, and I own NOTHING! This is for Fan-Purposes only, so please don't sue!**

_**Elsewhere…**_

Captain Marvel groaned as she was slugged again in the face by Moonstone. The punch was hard enough to send her crashing into a building. Wiping her nose, Carol picked herself back up and flew straight back into the fight. Around her, her fellow Avengers were already at work.

Earlier today, Norman Osborn had once again put together a new Dark Avengers team. This time, the Line-Up consisted of Moonstone, Venom, Loki, Barney Barton, and Yelena Belova.

Thor was in the middle of trying to strike his brother with his hammer, while the half-brother of The God of Thunder continued to block every attack with his enchanted staff. Spider-Man was busy trying to take care of Venom, and the true Hawkeye and Black Widow were trying to take down the two villains who often abused their names. Clint repeatedly fired arrows which his brother deflected with his own, and it seemed as if Yelena and Natasha were both evenly matched in terms of their fighting skills.

"I WILL FEAST ON YOUR FLESH, SPIDER!" Venom hissed, shooting a giant tendril at Spider-Man.

"Sorry, Gargan!" Spidey quipped, dodging the tendril and shutting a web in Venom's eye, blinding him, "Oh, and BTW: Gene Simmons called. He says that you're in copyright violation of his look and wants you to stop now!"

Loki was grinning as Thor could not seem to hit him.

"That's right, Brother!" Loki laughed, "You won't ever be able to get past my spells! For I am Loki! And I am a…."

Loki was cut off when something grabbed him and threw him into a building. After getting up, Loki looked in horror to see the giant figure of The Incredible Hulk, looming over him and looking at him with a grin on his face that made The God of Fear's blood go cold.

"Oh no…" He whispered softly as Hulk came rushing at him.

With Loki taken care of, Thor quickly attended to the aid of Spider-Man, flinging his hammer forward, and ramming into the alien symbiote with all his might. Venom went down hard, and Thor and Spider-Man shared a quick fist-bump.

Clint and Natasha, having finished their own fight, went over and cuffed Venom.

"All right," Spider-Man nodded, "Let's get this up, because I have a date with a beautiful red-haired…"

He was suddenly cut off when they heard someone landing on the roof next to them. Everyone looked up to see a familiar red-colored symbiote.

"Carnage." Spider-Man whispered, quickly web-zipping ahead and kicking Carnage in the chest, sending the two off the side of the building before anyone could protest.

….

_**Avengers Tower…**_

While that battle raged on, another was taking place over at Avengers Tower.

The New Dark Avengers were only part of the problem at hand. Norman had also put together another team gathering the forces of himself, Black Cat, Abomintion and The Mandarin. Tony Stark, Winter Soldier, Wolverine, Mockingbird and Scarlet Witch were trying to hold their ground at the mansion as best they could, but they wouldn't last much longer. Especially with Osborn having stolen himself another of Stark's Armors and redesigned it to become The Iron Patriot once again.

"Thought you'd have this mess cleaned up by now." Winter Soldier exclaimed, as her fired a bullet which hit Black Cat in her knee, leaning back-to-back with Stark.

"Name's Iron Man, not Miracle Worker." Tony explained, "Osborn's changed the encryption code to the suit. I can't hack into it to shut it down remotely. We gotta do this the old fashioned way."

"Fine by me!" Bobbi exclaimed, giving a blow to Mandarin's head.

However, Osborn was able to fire a series of missiles at her and Bobbi knew there was no time to dodge. Fortunately, Scarlet Witch appeared in front of her and made a symbol with her fingers. A portal then opened up, which the missiles flew into before the portal closed. Seconds later, another portal opened up behind Abomination who was holding the X-Man/Avenger/X-Force Member/Headmaster/best improvisational-mutant-who-ever-lived-besides-maybe-Deadpool. The missiles hit the Gamma Beast in his back as he fell with a groan.

"Bub…" Logan said, as his claws popped out, "You've gone and really upset me now."

"You're testing my patience, Maximoff…" Osborn declared.

"I detest violence, Osborn." Wanda said, calmly, as she made a defensive stance, "But I detest you even more."

As the two began their battle, Tony put in a call to the one Avenger who wasn't there.

"CAP, IT'S TONY!" He declared, "WE NEED YOU HERE NOW!"

"_In a sec, Stark."_ Steve declared over the com-link, _"I still need to check the raft and make sure Osborn didn't bust __**him**__ out."_

…...

_**The Raft…**_

After showing his clearances, Captain America was led by a single guard deep within the Super-Human prison known as The Raft. He was then brought to an elevator which took them deep underground. They then went into a metal door where at the end stood a door that had locks on it almost as if it were a bank safe.

"As you can see, Sir." The Guard said, pulling the access key out, "We've been keeping him here since dawn and he hasn't been acting up."

The guard went to unlock the door, but Steve held out an arm to stop him. The guard was confused, but then he saw it. Near the ground at the base of the door was some kind of string. A string that the door would have touched when opened.

"What the…" The Guard asked confused.

Steve just took some kind of spray-like substance out of his belt. The latest SHIELD Tech in case of stuff like this. Having served in multiple wars both of and not of this Earth, technology was always moving forward, and as such, Steve liked to be prepared for anything in case something came up that he didn't understand.

Captain America sprayed the substance over the string, and the small thread imminently froze. The Living Legend of World War II then simply tapped it with his finger lightly, as the thread was shattered into a million tiny pieces harmlessly.

With the threat now disabled, the guard opened the door and the two looked inside. They could see that inside of the cell was a dummy of the skull, lying on a single bed surrounded by a dozen explosives.

"I don't get it…" The Guard said.

"This wasn't the real trap." Steve realized, "The real threat…"

Steve quickly moved in front of the guard, holding out his shield as two arrows hit the Super Soldier's legendary symbol and broke upon impact.

"Is right behind us." Steve finished.

The two saw that they had a new arrival. It was a figured dressed in blue-and-white armor with a white hood over a white skull-like mask. The Figure had multiple weapons including a sword (which he was twirling around,) a bow and arrow, and his own shield that was the same shape and size as Captain America's. However, unlike the Captain's, this Shield that the newcomer carried was one that had a dark blue circle leading into a dark yellow circle. In the center of the shield was an orange 'T' with a white circle outline over the center.

"Clever…" Tony Masters smiled, "But then again, you were always clever, weren't you, Rogers?"

"Taskmaster." Steve declared.

The Guard took off as Steve and Taskmaster each exchanged blows. However, neither was able to hit the other as they would just block each attack. Finally, Taskmaster brought his sword down over Steve's head by The Captain blocked with his shield, before punching Taskmaster in the chest, giving him some distance to come up with some strategy to take him down.

"You're Osborn's pet again, Masters?" Steve asked.

"Hey!" Taskmaster laughed, "His money's green, and as an added bonus, I'm going to do what that idiot Crossbones never could and kill you."

"Been hearing that all my life." Steve said, "And yet surprisingly, that is more intelligent than what people in Germany used to say."

**STAGE 1: CAPTAIN AMERICA VS TASKMASTER-**

With that, Taskmaster fired an arrow at Rogers, to which he simply blocked.

Rogers then charged forward with his shield, hitting Taskmaster in the chest. With his foe off-guard, Steve took this opportunity to uppercut Masters and then leap up onto the light fixture above him. However, Taskmaster recovered and gave Steven a slash of his sword, sending Cap back to the ground.

As Taskmaster reached the bottom, however, Steve simply pulled his fist back and punched Masters as soon as he got within range The Super Soldier punched the copycat artist in the mid-section. The punch sent Masters flying back into the elevator, as Steve jumped in, hitting the top floor as he leaped inside. As the elevator began its way up, Steve continually punched away at Taskmaster. Tony Masters tried to block, but every time he thought he had him, Rogers would use the other direction to punch him in. Eventually, Taskmaster was so dazed that he didn't notice when Steve grabbed his shoulders and threw him into the elevator's window, breaking it in the process. Steve then noted they were at the top floor, and punched Masters outside, leaving them by the entrance where a statue of John Walker, the raft's current warden stood proudly alongside prison cells containing the worst villains New York had to offer.

Steve could see that Master's was getting weak, so he let out a quip.

"C'mon, Taskmaster." Steve encouraged, "I've fought worse than you."

"You…" Taskmaster breathed, "What are you doing?! How are you able to make moves I've never seen?!"

"That?" Steve asked, "It's a little something called 'improvisation.' It's a concept I think you're not so familiar with."

Steve then pulled back and lunged forward with his shield, swinging it around so that it hit Taskmaster right in his jaw. The impact sent him into the air, but before he could hit the ground, Steve delivered a series of quick and swift kicks to his enemy's face, air-juggling the super-villain-assassin in the air. When he was done, Steve delivered a final hard punch to Taskmaster's face, KOing him out. Steve grinned with fond memories of something two young men had come up with in the days following Roger's public announcement to the world. The two men began making a comic series about Steve's adventures, and even to this day, the comic was still growing strong despite the two creators having died a couple years apart from each other a while back.

"Sorry, Master's." Steve said, "No bonus."

With that, Steve left imminently, quickly patching into his communicator.

"Iron Man?" He asked, "Are you there."

He got no response, which was now worrying him deeply as he began to pick up the pace.

"Stark? Bucky?" He asked, running back to his motorcycle still parked outside.

…

_**Times Square…**_

By now, every pedestrian had been evacuacted from this area. Nobody needed any reminder of the so-called 'Maximum Carnage' event that happened a few years back.

Cletus Kasady had murdered so many on that day, and The Avengers weren't about to let that happen again.

Of course, Kasady was mad, so they needed to use that insanity to their advantage and KO him quickly before he did anything else.

As Carnage lunged at Spider-Man, Spidey back-fliped and then sprung forward again, hitting the red symbiote in his chest, and sending him upwards. Thor saw this coming and swung his hammer into Carnage's back, sending him soaring towards an incoming Hulk who punched him upwards to where Captain Marvel was still fighting Moonstone. Seeing the Symbiote approaching, Carol smiled, and flew back a few inches.

"C'mon, Sofen!" Carol laughed, "What's the matter? Too afraid to hit a lady?"

"I'll show you who's afraid…" Moonstone said, turning tangible and heading towards Carol again.

That was when Karla Sofen saw Carnage heading right towards her and turned intangible once more, as the Symbiote flew through her.

"Please…" She called to the Avengers down below, turning tangible again, "Did you really think I'd fall for that…"

Before she could finish, Captain Marvel punched Cletus in the mouth with all of her energy blast focused into the punch.

Thanks for the extra lessons, Danny. Carol thought, as she watched Carnage now collide with Moonstone hard as the two of them fell to the ground quickly.

Stepping up to the right distance he needed to be at, Hawkeye fired a single arrow towards Karla, which quickly broke open, turning into a life raft. The raft cushioned Karla's fall, as she landed, without a scratch on her.

Carnage, on the other hand, landed with a loud 'BOOM!' as the ground shook underneath him, leaving a crater where the schizophrenic symbiote laid in.

"How was that?" Clint asked Natasha who casually walked up next to him.

"Eh," Natasha said, playfully, "I give it about a 7/10."

"WHAT?!" Clint asked, while the former Soviet Spy began to mentally count the seconds down, "Why?!"

Suddenly, Carnage sprung back up and lunged at him. However, Thor rocketed past the both of them, slamming his hammer into Carnage's face, as the mentally unstable supervillian was sent back into the heavens again.

"If you wish to feast, foul beast…" Thor declared, "Feast on the taste of Uru!"

"That's why." Natasha smiled.

…

_**Avengers Tower…**_

Back at Avengers Tower, Tony was trying to hold off Osborn, while the others were fighting all along and outside the Tower. Norman had certainly improved on Stark's designs, since there were new features Tony didn't recognize, such as finger rockets and lasers.

_I'll have to add that to my next armor._ Tony said, making a mental note.

As Tony tried to punch Osborn, Norman snuck in a sucker punch, kneeing Tony in the chest. Tony groaned in pain and was unable to prevent Osborn from KOing him with a blow across the face, knocking off his face-plate mask in the process.

"Now…" Osborn said, "If there are no further interruptions…"

Suddenly, Osborn could hear what sounded like…

A motorcycle.

Turning around, Osborn was able to see Steve Rogers riding his SHIELD-issued Harley Motorcycle equipped with flight mode before he drove it through the window.

The bike hovered over the ground for a few minutes before landing as Steve got off the bike, looking at Osborn.

"It took me almost a minute to de-encrypt your security codes." Steve said, casually, "Considering that I grew up in Brookyln during the depression, that's good work, Osborn."

Osborn glared at Rogers from within the mask as he motioned to Abomination.

"Blonsky." He ordered.

Emil Blonsky moved forward toward the Super Soldier, the two looking each other in the eye with determination.

**STAGE 2: CAPTAIN AMERICA VS ABOMINATION-**

And then the two rushed head-first at each other, the two punched each other, sending both of them to the ground. Emil got up first and punched Steve up into the air before grabbing him and throwing him down hard at the ground. Fortunately, Steve had always trained himself in case he needed to fight any kind of monsters, and effortlessly pushed himself up off the ground. Steve then went for Emil's face, punching it and sending him flying back a bit. The Gamma-Powered-Russian was knocked into a wall and back forward again toward Rogers who ran forward and hit Emil in the chest. The punch sent Emil flying out a window as Rogers hit a button on a nearby control console. As Emil fell downwards, he saw that multiple Iron Man armors were rocketing down towards him.

The Mark I armor got bellow him and punched him back upwards. Then the Mark IV Armor punched him in the face, and towards the Mark VII Armor which then head-butted Abomination and sent him flying back into the building. Before he hit the ground, though, all the armors got together and fired a combined uni-blast at Blonsky, which hit him hard in the chest as he slammed into a wall and rolled back, just as Steve was arriving in the area where he had been knocked into; Tony's Workshop.

Emil picked himself off the ground. He grabbed a nearby armor that was being worked on by robotic arms, and threw it at Steve. However, Steve managed to jump off a control panel and dodge the thrown armor, soaring over Emil's head and landing behind him. Before Emil could do anything else, Steve spun his foot around, tripping Abomination, as he fell to the ground and the Living Legend proceeded to pound away at Abomination's face until he was finished.

Now sure that Emil was out, Steve went back upstairs where Norman was still waiting.

"Abomination, Black Cat, and Mandarin." Steve called, "You're all alone, Osborn."

"Geniuses often are." Norman sighed.

"Psychopaths like you." Steve shot back.

"You 'Hero' types are all alike."

"You're testing my patience." Steve said, holding his shield back and aiming it where he needed to.

"Resigned to throwing toys, are we?" Norman said, smirking underneath his mask as he began moving forward.

Steve flung his vibranium shield and the shield went past Norman.

"Missed." He smirked.

"Wasn't aiming for you." Steve replied.

The Shield hit the nearby wall, causing it to go into another wall, and bouncing around like a pinball machine until finally, it hit one part which caused it to go backwards and strike Norman from behind, and then bounce back around to Steve's hand which caught the shield.

"Okay…" Norman said, "You've really gone and made me mad, Rogers."

"Do your worst, Osborn." Steve replied.

**STAGE 3: Captain America VS Iron Patriot-**

Osborn fired a repulsor ray at Steve. However, Steve managed to throw his shield forward which canceled out the attack, as the shield went back to his hand.

Osborn then sped forward and head-butted Rogers in the face. Osborn then lifted Steve off the ground and spun around in the air before throwing him face-first into the floor. Steve got back up and hit a nearby button causing a laser to drop down and repeatedly shoot Osborn in his side. Even with the stolen Stark Armor and upgrades, Osborn could still feel pain, and would continue to do so for at least a week.

Osborn then fired a chest-burst at Captain America. Which sent the hero to the ground. Steve got back up and punched at Osborn. However, Osborn punched back at him and the two pushed each other back, ready to go at each other head-first.

"What makes you so special?" Norman asked.

"Nothing." Steve replied with a smirk, "I'm just a kid from Brooklyn."

With that, the two went at each other, and punched each other's fists again. However, Steve had managed to gain more momentum this time and easily sent Norman flying backwards, taking a large amount of his health down. However, as Steve rushed in to take him out, Norman quickly got back up, and punched Steve four times, ending with a repulsor blast that quickly restrained him. Norman then pressed a button on his armor and instantly, a missile came out of his arm and fired at Steven, damaging him badly. However, as Osborn went in for the kill, Steve spun his leg, tripping Osborn and then delivered the same blow in the chin to Osborn that he gave to Taskmaster. Norman went soaring up before being air-juggled and then slugged hard in the face, which took out the remaining power in the armor.

"Try this on, genius." Steve replied, taking out an EMP.

Before Osborn could recover, Iron Man suddenly re-entered and restrained Norman while Steve simply placed the EMP on him, and shut Norman's suit down completely.

"I'll say this, Norman." Tony said, sarcastically, "Thanks for making a new armor for me."

"Calling Avengers Team 2," Steve said, into his com-link, "How are you guys?"

"Hey, Cap!" Peter's cheery voice rang, "It's done. Thor's just taking Carnage into deep space."

"Make sure it's VERY deep space." Tony noted.

As the other villains were being forced into a portal by Scarlet Witch, an alarm suddenly went off, as bright red lights began to illuminate the mansion.

Felicia Hardy, who was the last to be forced in, stopped as she looked confused.

"What's that?" She asked.

"It's the none-of-your-business-alarm, honey." Wolverine growled sarcastically, forcing Black Cat into the portal.

With the villains captured, Wanda closed the portal and Tony brought up a holographic map of New York. A red dot was showing from Avengers Mansion.

"Radiological," Tony commanded, "Avengers Mansion."

The map zoomed in, and Tony and Steve gasped in fear. Standing in the courtyard area was none other than The Red Skull himself, along with his daughter, Sin. This would be bad enough except what made it worse was that they were apparently working on a bomb in the courtyard.

A Nuclear one to be precise.

Norman chuckled as the Soldier and The Inventor of the Avengers looked at him.

"I can see the headlines." He grinned, "'Avengers fail. Former Nazi kills millions.'"

"You gave him a nuke?!" Steve demanded.

"Most of The Avengers die, and this beloved City is vaporized." Norman smiled, "I consolidate the masses and offer to rebuild the city. In my own image of cou…"

He got no further when Bucky Barnes wacked him in the head with the butt of his gun.

"He was done." Bucky said, sarcastically.

"THIS IS CAPTAIN AMERICA!" Steve declared into every com-link available, "CODE RED! I'M SENDING YOU THESE COORDINATES! GET HERE NOW!"

….

_**Soon, Avengers Mansion…**_

The Red Skull and his daughter had almost done it. The bomb was almost ready to be used.

"Now…" The Skull said, "Osborn said…."

He moved a wire and suddenly, the LED screen on the front of the nuke lit up reading 'ARMED *.'

"Father…" Sin smiled, "It works!"

Her happiness was replaced with fear, however, when she turned and saw Steve Roger's motorcycle approaching them fast.

"Father…" She said, worryingly.

"Get back into the truck, Sinthia." The Skull said.

"But father…"

Sin was cut short when the Skull slapped her across the face. Obeying her father's orders, she left quickly.

The Skull turned his attention back to Captain America, who was dismounting from his bike.

"Rogers…" The Skull smiled, "It seems we must always do this dance."

"Enough is enough, Skull." Steve declared, "Tell me what you…"

He stopped when he finally noticed the bomb reading 'ARMED *'.

"What seems to be the problem, Captain." The Skull asked, sarcastically, "I merely took it off the standby mode."

He reached into his pocket, bringing out a remote with a single red button on it.

"It's this button you should be worried about, American."

…

_**Above…**_

Captain Marvel was flying towards the scene as quick as possible. She was followed by Hawkeye and Black Widow who were riding their own flying motorbikes.

"There they are!" She declared.

"Keep him talking, Steve." Carol whispered to herself.

…...

_**A few Blocks Away…**_

Iron Man was flying as fast as possible as Spider-Man was barely able to keep up with him. Besides them, Thor was flying equally as fast, and below, Wolverine was on a bike, trying to keep up with them. Hulk was leaping from rooftop to rooftop so it'd be clear that he wouldn't make it in time.

"Don't wait for us, Peter!" Tony declared, "Go!"

Peter gave a salute and web-zipped his way forward, zipping past everyone, as he continued swinging as quickly as possible.

….

_**Avengers Mansion…**_

"You push that button and eight-million people die." Steve said, trying to buy everyone time.

"Eight-million-and-two people die." The Skull corrected.

Steve was looking tensely as The Skull continued.

"I was going to enjoy the sight of a mushroom cloud in this city from a far distance," The Skull admitted, "But since you are here, Herr Rogers…let us have one last act before the curtain falls and the new age begins."

Steve knew he couldn't afford to hold out any longer. Moving quickly, he went for the detonator as The Skull's thumb went for the button. By this point, the other heroes were arriving, but there was something…strange going on.

Captain Marvel felt it first in her chest. She felt a bit queasy. Suddenly, Hawkeye, Black Widow, Wolverine, and Thor felt the same feeling as well. They assumed that it was just something they ate, but suddenly, Carol caught a glimpse of blue electricity radiating from her arm. The other heroes suddenly showed this sign too and soon enough, a pulse of blue electricity was forming from the center of where Captain America and the Red Skull were planted. Nobody noticed this as Steve went for the detonator…

….

_**Another Earth…**_

And suddenly, the two were knocked over. Regaining his consciousness, Steve looked around him confused. It was Times Square, and yet…it was different. The usually-commercialized billboards were now instead showing a single symbol which resembled a spider's web almost. The buildings were also greatly changed, now sporting some kind of crystal-like structures from the top.

With Roger's distracted, the Skull went for the detonation button, pressing it…

…and nothing happened.

"What in the…?!" The Skull asked, annoyed.

The Super villain kept pressing the button, but no detonation was going off.

...

**_Earth-199999616..._**

"Uh..." Spider-Man asked, confused, "What just happened?"

They had been racing to the bomb when out of nowhere, some electricity had just teleported The Skull, Cap, Carol, Hawkeye, Black Widow, and Wolverine away, leaving the others behind. Additionally, the bomb had not gone off, and when the others had vanished, the warhead simply disabled on its own.

"I'm actually not sure, Spidey," Tony answered, as he, Peter, and Hulk looked at the device in confusion, "But I think today's going to be a long day now."

...

_**Earth-199999616b...**_

"This is somehow your fault." The Skull accused.

"Manhattan…" Steve declared, "And yet…"

The Skull tried to punch from behind, but Rogers simply grabbed his hand and twisted it around his back. Rogers then pushed the Skull away as the two old enemies looked at each other.

"Maybe I was being too sentimental before." The Skull declared, "I'll be fine without you."

The Skull quickly pulled a knife from his sleeve and attempted to slash Rogers with it. The Super Soldier instead managed to grab it and break Schmitd's arm over his leg.

The Super Soldier then rushed forward delivering a hard punch to the Skull's gut, sending him flying back into a wall, and then back towards Rogers who leaped up and threw him to the ground. The Skull got up, running towards him, and took out a machine gun, but Rogers managed to block it with his shield. The Skull then punched at Rogers, but Rogers simply hit him back. The Skull just grinned as he took out his machine gun again.

"You still believe you're special, Rogers?" The Skull asked.

"Nope." Steve said, smiling internally, "I'm still just a kid from Brooklyn."

With that, the two charged at each other. At the last second before impact, The Skull fired his machine gun, but Rogers blocked with his shield, causing the gun to backfire and send the Skull flying backwards. After that, Rogers took his shield and smacked it into The Skull's face, as he fell to the ground.

"Now stay down." Rogers ordered.

The Skull didn't listen and instead came at Rogers with a knife. However, Rogers kneed him in the gut, and then forced his head onto the ground.

"And keep quiet." Rogers demanded.

He could hear sirens in the distance, but they weren't like anything he ever heard before from the past in the 40's, or from the present in 2014. Rogers hypothesized that he could possibly have been transported to the future (he had his fair share of experiences with alternate earths and futures,) but then he saw the jeep pull up.

He saw on the front bumper was the familiar logo of Stark Industries, embedded on there, but the main focus of the car's design was NOTHING like what Tony designed nowadays. Even if Tony were to suddenly get into the automobile business, this wouldn't be the thing he went for.

The car was dark red on the hood and car doors, while the bottom part had a dark blue glow. On the front hood of the car was a logo that featured the Earth surrounded in white lines as if it were covered in a string of yarn.

Then the soldiers came out. They weren't SHIELD Agents, but their outfits did have a similar design to them, except whereas the typical SHIELD outfit was blue and white, this was blue and red. Additionally, the traditional SHIELD Logo had also been replaced with the same logo featured on the car. But the main thing that concerned Steve the most was that they all had some kind of military helmet on, which featured large white goggles, which seemed to make them almost lifeless.

Upon noticing him, the soldiers took out their rifles and were joined by more jeeps carrying the same soldiers who proceeded to surround The Soldier and The Skull respectively.

"GET DOWN ON THE GROUND NOW!" One of them said.

"YOU ARE ALL UNDER ARREST!" Another declared.

The Skull smirked. He normally would be outraged by this event, but was nonetheless happy to see that his nemesis was stuck again in a world which didn't recognize him as their equal.

"I SAID HANDS UP, CAP!" One of the soldiers ordered, "DO IT OR YOU'RE DEAD!"

Steve simply raised his hands, lulling the soldiers into believing that they had beaten him. Little did they know that he was already prepared, and quickly took out a little gadget from his sleeve that Stark had planned for him in case of an event like this.

Steve pressed the button, and instantly, it emitted a loud wailing noise that confused all the other soldiers (and the Red Skull), making them grab their heads in pain, as the sound was deafening.

With that done, Rogers burst through the troops with his shield escaping them completely. He'd have to come back and find The Skull later, but for right now, he had to get the heck out of there, and hide as the area would've been too tight to fight in.

….

_**Later…**_

Night had fallen upon Manhattan. Steve watched from above as more of those goons he fought earlier were bringing in a group of people dressed as The Young Avengers into some sort of prison bus similar to the model Tony had used during the Civil War incident, only it had the same insignia and color scheme as the jeep did.

"Amateurs." One of the soldiers said, "Next time, don't leave your mark."

"They're not Insurgents?" The soldier next to the first one asked.

"No." The first one replied, "Just some stupid punk kids. Like that Skull Clan idiot we almost had."

"Still can't believe we freaking lost Captain America." The second soldier remarked.

"Yeah." The first agreed, "Let's hope the big boss doesn't find out."

Steve Rogers was horrified. He knew now for certain that something was definitely wrong. He didn't know what it was for certain yet, but he knew that whatever it was, there was something very clear about the situation he was in.

"I'm in a nightmare." Steve said, out loud to no one in particular.

**Well, there we go! Our first chapter is completed. Next time, we spotlight one of the most 'Marvelous' heroines in the Marvel Universe, Captain Marvel, as we start to see The Regime that our corrupted hero has created! Hope you enjoyed this and will join me next time. Oh! And also, I have actually begun to read the new Ms. Marvel series, and I actually enjoy it. It's different, but it's an enjoyable kind of different. Besides, the Captain Marvel series will have a new launch, so we're not losing Carol anytime soon. Anyways, thanks again.**


	3. The Marvel

**Hi, Everyone! It's time for another Avengers: Superior to Us update this time showcasing Captain Marvel, Carol Danvers! Hope you all like and review. Oh, and I own NOTHING! This is for FAN-Purposes only, so please don't sue!**

_**Earth-199999616b…**_

"It's at times like this I'm glad I don't drink." Carol noted, as she stood on the rooftop next to Hawkeye, Black Widow, Thor, and Wolverine, "Uh, no offense, Logan."

"None taken, darlin'." Wolverine said, not taking his eyes off of the streets below, "Though given the situation we're in now, I could use one myself at this moment."

"Let's try to focus, though." Black Widow suggested, "We know that we were somehow transported. That leaves us with two options."

"Either this is an alternate Earth, or an alternate future where the bomb detonates." Carol answered.

"Or this could be the case of that one time I made us all watch that Terminator Movie marathon." Clint cracked, making sure his arrow was sharp enough.

"We need answers." Thor stated, "And of course, if Odin exists in this place, I fear there is the possibility he will not see with me eye-to-eye to explain what is happening."

"Got it covered." Wolverine said, sniffing in the air, "I think my school may exist in this world."

"What good will that do us?" Clint asked, "And how can you tell?"

"I got Quire's scent." Wolverine explained, "And he's with another mutant from my school."

"You check it out, then." Carol explained, "I'll search my old work place near Cape Canaveral. There may be some clues there."

"We'll look around the area and meet back with you later." Widow noted.

…

_**Later, Cape Canaveral…**_

Carol Danvers walked down the hallway carefully. She reached her office door, and opened it only to gasp.

Where her office should have been, there was only a broom closet. Granted, she left her job years ago when she joined The Avengers, but she knew for a fact that the base wouldn't just waste money to build a broom closet where an office once stood.

As Captain Marvel continued to ponder the possibilities, she was suddenly distracted when she heard a loud scream coming from a nearby room. Rushing over, she could hear familiar voices on the other side.

"Last chance to join us, Masters!" A brutal voice demanded.

"You ain't got the stones to kill me…." An old, but familiar-sounding person replied.

"Maybe HE doesn't. But I do." A voice Carol definitely recognized spoke.

"Wanda?" Carol asked, "Red Hulk, AND Taskmaster?"

Carol opened the door and gasped softly. Taskmaster was there, but he looked about 10 years older, now sporting white hair, since his mask was removed. Not only that, he didn't have any of his armor, and was wearing a full-body black latex suit while strapped to a metal slab. Red Hulk and Scarlet Witch were there, but Carol was quick to notice that they seemed to have changed their appearance. Red Hulk now had some-sort-of Mullet-Styled haircut while Wanda was wearing a costume which exposed most of her body and was covered with veils, which looked to Carol as if it would be something a Harem Dancer would wear.

"This is your final chance, Taskmaster." Carol said, waving a spell around him.

"And do what, exactly?" Taskmaster responded, "Become a puppet? Get re-educated into your boot-camp?"

He turned to Scarlet Witch.

"Tell this to your boss…" He said.

With that, he spit in her face. Wanda simply zapped him, as Taskmaster cried out in pain.

Carol had decided that she'd seen enough and quickly fired a blast at her best friend, releasing Taskmaster from his torture.

"This how things work?" Carol asked as Red Hulk and Scarlet Witch took notice of her.

"So you're a half-kree again?" Red Hulk asked.

"Something's not right…" Wanda pointed out, "She's Carol Danvers, but…"

"Stand down, now!" Captain Marvel warned.

"You feel the pain and lust she's had for the last five years?" Wanda smirked, "I don't."

With that, she waved her hands as Carol suddenly found herself restrained by magical crimson bands. Carol groaned as she struggled to break free.

"After we're done here," Red Hulk said, "Why don't we go and meet with The High-Director?"

"Not…gonna…happen!" Carol groaned, as she released a burst of energy, knocking the two back and freeing herself from the restraints.

"Whoever you are…" Wanda said, "You're under arrest!"

**STAGE 1: CAPTAIN MARVEL VS SCARLET WITCH (REGIME)**

Carol began with a punch to Wanda's face. Wanda groaned in pain but, got back up and used her telekinesis to throw a gas tank at Carol. The tank hit her in the face, sending her back a bit. Wanda moved in for the kill, but Carol was quick to notice a giant cylinder hanging above them. Carol leaped up and grabbed the cylinder, pushing it forward, and knocking Wanda backwards. Wanda got back up, but Carol sped into her, flipping her up into the air and repeatedly air-jugling her with a series of punches. Suddenly, Carol's eyes started to glow yellow as she grabbed her friend by the neck and flew her up into space. Once she was high enough, Carol began their descent while delivering a series of punches to Wanda's face. Just before they hit the ground, Captain Marvel kicked Scarlet Witch in her chest with all her might and blasted her into the ground with another energy attack.

Wanda got back up, only to fall to the ground in a dazed state.

"Sorry, Wanda." Carol explained.

"Damn you." Red Hulk declared, holding his right arm.

"So who do you work for?" Carol asked.

"Go to hell." Red Hulk spat.

"Talk. Now." Captain Marvel demanded.

"Okay." Red Hulk said, "Let's talk about the mess of trouble you're in…"

With that, he punched Carol in the gut sending her back a few feet.

"And let's talk about how I'm gonna knock your damn head sideways." Red Hulk added.

**STAGE 2: CAPTAIN MARVEL VS RED HULK (REGIME)-**

Captain Marvel flew towards Red Hulk, spinning around as she flew in, and punched him in the gut. Red Hulk gasped, getting the air knocked out of him. Captain Marvel then flew up a few feet and then slammed back into Red Hulk's shoulders, knocking him to the ground. Carol then grabbed Red Hulk by the chest and flew him up, spinning around before throwing him back to the ground. She prepared to grab him again, but this time, Red Hulk was ready and grabbed Carol by her head. He then threw her to the ground and stomped on her head.

Fortunately, Carol had withheld Red Hulk, and plenty of other Gamma Monsters before and with her increased strength, she avoided having her head turned into mush. But it still hurt like hell.

Before she could react again, however, Red Hulk grabbed her right leg, throwing her over his head and slamming her onto the opposite side of the floor she was on. He threw her in the opposite direction and slammed her into the floor again. Finally, Red Hulk picked her up, and slammed her back over his kneecap. Carol cried in pain, but it would take more than that to put THIS Captain Marvel into the ground.

Red Hulk prepared to punch her again, but Carol deflected the block, pushing the both of them back away from each other.

"You're going down." Red Hulk declared, pointing his giant index finger at her.

"Not today, big guy!" Carol retorted.

The two ran towards each other and punched each other's fists. Carol won the feat of strength and Red Hulk was sent flying back. Carol then delivered a series of quick blows before Red Hulk finally fell in exhaustion. Carol pulled away and smirked.

"I'm resisting arrest." Carol stated.

With that, she walked over to Taskmaster, firing a beam of energy at his restraints which freed him.

"Damn scum…" Taskmaster declared, with a groan.

Carol went over to help him, but he just flung his hand away.

"GET OFF ME." He declared.

"I'm not with them." Captain Marvel said, in an honest tone.

"Whoever you are…" Taskmaster said, "They know you now. They've got your scent. They'll catch ya, and you have the stones to resist their amnesty even when you're working for the big guy."

"What?" Carol asked.

"Think about it." Taskmaster elaborated, "Who's the one guy crazy enough to keep metas like them in line?"

Carol thought, but seeing as she couldn't answer in the first few minutes, Taskmaster groaned and answered for her.

"Your boyfriend, perhaps?" He suggested.

"My what?!"

Before he could answer, Carol's communicator suddenly rang.

_"CAROL!"_ Natasha's voice called.

"Nat," Carol asked, "What is it?!"

_"You gotta get down here, right away! Super Skrull's here and he's just KO'ed Thor…"_

"Super Skrull?!" Carol asked, but there was no response.

"Damn," She cursed, "All right, Masters. You and I are going on a little trip…"

She turned around only to find he was gone. Carol briefly considered going after him, but if Super Skrull was there, and he was able to take down Thor, Carol knew she had to help imminently.

_**Later, New York…**_

Clint Barton had faced Skrulls many times before, but he always found the Emperor types to be the most weirdest.

But here he was facing down Super Skrull who had one giant arm choking the life out of Black Widow. Super Skrull was dressed in the traditional purple Skrull uniform that so many people associated with him, but now he had an added red velvet cape which seemed to have some kind of Alien Chinese Prince-like pattern on there.

Clint prepared to fire an arrow, but Super Skrull knocked him away with an invisible barrier.

"I'll be happy to see Clint Barton die again." The Super Skrull laughed as he sent a fireball towards Clint.

Before Clint could be fried, an energy beam intercepted the ball, rendering it useless, and then another one hit Super Skrull in the face, forcing him to drop Natasha.

Super Skrull looked where the blasts had come from and grinned.

"Thor, Black Widow, Hawkeye, and now Captain Marvel." He grinned.

He concentrated and suddenly, his right hand turned into a deadly buzz-saw-like formation. He sent it towards Captain Marvel, who simply grabbed it and after holding it in place so she didn't get cut, pulled him towards her, striking him in the face.

"The Skrull Invasion wasn't enough, Kl'rt?" Carol asked.

"The W.E.B.S. Government is similar to mine on the Skrull Homeworld." Super Skrull answered, "An alliance was logical. So for now, I tolerate humans. Even Carol Danvers."

"What?" Carol asked.

"As do all who wish to live." Super Skrull added.

**STAGE 3: CAPTAIN MARVEL VS SUPER-SKRULL (REGIME)-**

Carol backed up from Super Skrull, as he dashed towards her. However, Carol was lulling him into a false sense of security, and this resulted in Carol picking up a nearby dumpster bin and throwing it at him, knocking The Super Skrull back. He got up, but Carol delivered a series of quick blows, sending him into the wall on the opposite end of the street. Super Skrull was about to get up, but Carol threw a nearby car ontop of him sending him to the ground. Super Skrull spun his leg around, sending Carol to the ground as he punched a large rocky fist into her gut. Carol caught the next punch and pulled back, punching him hard again. Captain Marvel then grabbed him, by the neck, took him into space, and pulled him back down to the ground again, beating him the same way she did with Wanda.

Super Skrull tried to get up, but fell to the ground, unconscious.

"Now stay down." Carol declared.

With that, she went over and helped Natasha up.

"Nat. You okay?" Carol asked.

"Carol!"

Carol spun around to see what her friend was talking about and gasped. There was a new arrival that was landing near them.

It was her! It was another Carol Danvers that had the same height, eyes, and hair as her, except there was some noticeable differences. For instance, Carol noticed that this version of her had a much larger bust than her other self, making her breasts more like a double D breast size. But moreover, this version of Carol wasn't wearing a Captain Marvel costume, but a costume that looked similar to that of a Skrull soldier. Plus, her skin was green, her ears were pointy, and her chin had a couple of bumps which confirmed Carol's worst fear. This version of her wasn't an artificially-enhanced Kree, but rather an artificially-enhanced Skrull.

"Someone call me?" The alternate Carol asked.

"YOU'RE A SKRULL?!" Mainstream Carol demanded.

"Super-Skrull's right." Alternate Carol responded, "This is a much more better way of living, as opposed to being a half-human-half-Kree."

"So you ditched Mar-Vell's colors and went green. The sign of greed."

Carol flung a series of energy balls at her alternate self, but her duplicate caught them by morphing her right hand in order to block them all.

"I'm still about order," Alternate Carol stated, "Like Mar-Vell."

"I'm sure he'd be proud to see you wearing the colors of his greatest foes." Carol groaned.

Natasha tried to move over to help Clint, but Alternate Carol noticed this an knocked her down with the swipe of a hand. Mainstream Carol punched her alternate self in the face, as she fell down.

"What the hell's the matter with you?!" Carol asked, "You abandoned your Kree Honor for this?!"

"If you lived through what I lived through…" Alternate Carol began.

"SAVE IT." Carol told her duplicate, "Time to kick my ass."

**STAGE 4: CAPTAIN MARVEL VS CAPTAIN MARVEL (REGIME)-**

Carol threw a punch towards her Skrull-self, who grabbed her arm and threw her back. Alternate Carol then dashed into Captain Marvel and grabbed her by the neck, pulling her in for a kiss only to fire an energy blast into Captain Marvel's face.

Carol screamed as her alternate-self laughed, seeing her weaker self in pain.

_Okay then, Skrull-Me_, Carol thought to herself, _Let's go._

Carol spun around and floated over her alternate-self's head. Carol grabbed her Skrull-self and kneed her in the chest before throwing her behind her. Before the alternate Captain Marvel could respond, Carol punched her into a gas tank which exploded and sent the alternate Carol flying into a series of buildings before she landed on a rooftop after hitting a water tank. Carol flew up there and delivered a swift combo punch to her alternate-self's face before her alternate-self broke the combo and the two were pushed apart from each other. It was then that the Mainstream Captain Marvel noticed something.

"Is that booze I smell on your breath?" Carol asked.

"YOU SHUT YOUR MOUTH!" Skrull Carol yelled.

The two flew at each other before Carol, the non-Skrull one, was able to punch her other self back. Before she could get up, Carol punched her opposite self into the opposite building. Before Skrull Carol could recover, a wrecking ball was sent into the wall, crushing Skrull Carol as she fell onto the train tracks bellow. Before she could do anything else, Skrull Carol heard a noise and looked to see an F-Train coming.

"Oh sh-" Skrull Carol said before the train collided with her, before sending her off the tracks, into a billboard, and crashing into the street again, knocking her unconscious. The real Captain Marvel got down and smiled, masking her uneasiness.

"Well that was surreal." She stated.

"And a bit disturbing," Natasha said, as she, Thor, and Hawkeye walked over to look at Carol's alternate duplicate.

"I agree." Thor nodded, "Green does not go well with you, Danvers. Perhaps it is more suited for The Hulk, or Jennifer Walters."

The group heard the sounds of a police siren, and ran into an alleyway. They knew that there were heroes trying to kill them without anyone stopping these metas, so they figured that the normal police would be just as useless.

"On the run from cops." Hawkeye said, "Aren't there any heroes around here?"

As they turned a corner, they saw a familiar figure. It was the red-white-and-blue costume they recognized, but it was battle-worn as if it hadn't been repaired in years. Not to mention the person wearing it seemed like he himself had been through five years in hell.

"There just might be." Carol stated.

….

_**Earth-199999616…**_

_"WHATYA MEAN YOU CAN'T GET THOSE PHOTOS TO ME TODAY?!"_ The angry voice of J. Jonah Jamerson asked Peter Parker on his cell phone.

"I'm sorry, Jonah." Peter said, "But The Avengers saved me from that teleportation thing that zapped the others away. They're just doing some tests to make sure I'm okay. I'll bring them in first thing tomorrow."

Jonah huffed before continuing.

_"Okay,"_ Jonah said, _"But if that Wall-Crawling menace tries anything on you, Parker, I'm doing an expose that he tried to shoot webbing up your butt! Or I'll just print that rumor article about him getting a musical! I bet you a million dollars that they're going to have problems getting started."_

"Sure, J.J." Peter said, hanging up.

Suddenly, the phone rang again, and Peter recognized the ringtone as he picked up.

"Hello?" He asked.

_"Peter!"_ Mary Jane Watson-Parker asked, "I saw what happened on the news, where are you?"

"I'm at Avengers Mansion, honey." Peter replied, "I'm fine. We're just working on a way to get The Avengers back. How are you doing?"

_"Okay."_ She said, _"It was quite a scare, though. The Red Skull having that bomb and…"_

"It's all taken care of." Peter said, "We just launched it into the Negative Zone. It'll be completely harmless."

_"Good to know."_ Mary Jane said.

"Gotta go, dear." Peter noted as the nearby elevator doors opened revealing Reed Richards, "I'll be back late tonight. I love you."

_"I love you too, Peter."_ Mary Jane said.

With that, they hung up, as Peter and Reed entered The Avengers computer room where Tony Stark, Hank Pym, and Bruce Banner were working with holographic images doing various equations.

"Still got nothing?" Peter asked.

"No." Tony said, "We're trying to find out if they went anywhere."

"Or if they went anywhere at all." Hank responded.

"I'm sorry." Peter apologized, "I should've been faster to catch them."

"It's okay, Peter." Reed assured, "We'll find them. We have to."

**So there you go, folks! With Ms. Marvel's chapter complete, I'm doing something that's never been done for the next chapter. Next time, everybody's favorite Canadian Mutant, Wolverine takes the stage as we see what's become of his school, and find out more about the alternate Peter Parker. Until next time, please remember to review and like as always!**


	4. The Mutant

**Hi, everyone! Welcome back to the next chapter of Avengers: Superior to Us. Right now, we're about to kick-off this chapter with the most popular mutant to come out of Canada and not suck besides Deadpool, Wolverine! As I mentioned last time, this is my first time writing Wolverine, as in all honesty, I have not been as much of an X-Men fan as I was a fan of The Avengers and Spidey. Don't get me wrong, I can see how The X-Men have remained popular, but my only real memory as a kid of any kind of connection to X-Men prior to reading the comics was seeing X3: The Last Stand (speaking of which, DOFP is coming soon, so I'll actually be seeing that one if only for the pure awesomeness of Sir Patrick Stewart). Anyways, I did research for this part when I realized I had to write for Wolverine, and after seeing how he's gotten to where he is now, I might start reading some more X-Men Comics sometime in the near-future. Who knows? Anyways, hope you enjoy this chapter as much as I did writing this. And always, I own NOTHING. This is for fan-purposes only, so please don't sue!**

_**The Jean Grey School for Higher Learning**_

_**Earth-199999616b…**_

Wolverine was relieved as he dismounted from his bike and saw that indeed The Jean Grey School for Higher Learning was still standing where it ought to be. Everything was the same as it was back home, down to the last brick and detail.

Still, Logan could sense something was off as he approached the gates.

"Great." He said to no one in particular, walking inside the gates without any problem, "What's it gonna be? Skrull-invaded Earth? Brotherhood of Mutants-Controlled X-Men?"

He walked inside to see that everything was the same as it was inside his own school, but the feeling that something off wouldn't go away.

That's when he saw a familiar face walk up towards him.

It was Kid Omega, but there was something EXTREMELY different about him. He wasn't wearing his usual sunglasses, but rather half-mood specs, and his academy uniform was placed on so neatly that Logan could swear that he might've been born wearing it.

"Mr. Logan!" Quentin Quire said, cheerfully, "How wonderful to see you back so soon! What do I owe the pleasure?"

Now Wolverine knew something was completely off. Kid Omega would NEVER act like this. He was rash, impulsive, and above all else, the worst part of Logan's decision to run his own school and take Quire with him. But if Quire seemed off his meds, (and that definitely seemed to be the case,) Logan figured he could use this to his advantage.

"Quire!" Wolverine instructed with an authoritative voice, "I need historical records of recent events. You got anything."

"Why would you need…?" Quentin began, but then slapped his head, "Oh, of course! I'm sorry, Mr. Logan. I forgot that the High-President's envoys were coming today for that negotiation. You must need the events to help with the negotiations, correct?"

Logan didn't know the first thing Quire was talking about, but nodded his head in agreement. Anything that could help him understand would be useful.

"I'm afraid I'm quite limited, though." Kid Omega admitted as they walked down the lobby area, "Spider-Man has been quite resistant to reveal the inner-workings of his regime to us."

_Pete?!_ Logan asked in his mind, _He's this so-called 'High-President?!'_

"Tell me what ya know, kid." Wolverine replied, "Recount the events of his ascension."

Quire looked at him confused, but Logan already had his comeback.

"To also show me you've been paying attention in class."

"Why…yes, Mr. Logan. Of course!" Quire said, as they continued their walk. However, as they walked further and further down the hallway, Logan noticed that Quire was becoming more and more uneasy as he began to speak again.

"Five years ago…" Kid Omega said, "The criminal known as The Red Skull tricked Spider-Man into killing his wife and unborn daughter, while simultaneously making him cause the death of millions in his home town of Queens. Consumed by grief, Spider-Man killed The Red Skull."

_Damn it, Peter._ Wolverine said to himself, _I'm not saying I'd have done things differently if I were in your position, hell, if I could I'd gladly do it if Castle had killed Daken that one time. But this is going too far. You're supposed to be the better man._

"We all remember where we were that day." Logan said, "Go on."

"After he killed the Skull," Kid Omega said, "Spider-Man showed no restraint. Deciding that there would no longer be any kind of wars, Spider-Man and other meta-humans quickly began rounding up those who would take away lives be it for evil or a necessary one."

"Which made him quite popular." Logan guessed.

"Everyone was looking for answers in a fractured world, Mr. Logan." Quire replied, "Spider-Man consolidated his power and created the W.E.B.S. Force. Any kind of government was eventually forced to submit to his rule."

"Mr. Logan?" A voice called.

Wolverine turned and gasped. It was Hope Summers! But what was she doing here?! She should be in California right now where Logan had left her after she decided to stay with Scott and his school.

"Mr. Logan." Hope repeated, "Sorry to interrupt you, but the High-President's Envoys are waiting for you."

Wolverine sighed. He'd have to play along and hope that an alternate him didn't come back soon so that he could finish getting more info.

…

_**Soon…**_

Wolverine entered his office to discover that there were two familiar faces already sitting down in front of his desk. Iron Man and Jessica Jones. However, Jessica was wearing her old costume, and Tony was wearing a new Black-and-Yellow Armor. The two noticed him come in and got up to greet him.

"Stark." Logan replied, "Jess."

"Logan." Tony said, shaking his hand, "It's an honor to meet with you."

"Yeah." Wolverine responded, "We have that treaty to discuss."

Wolverine then noticed Jessica Jones was holding a little iPad-like device under her right arm, as she took it out.

"The final draft." She said, "We're all glad you've agreed to Spider-Man's terms, Logan."

"May I?" Logan asked, holding his hand out.

Jessica handed it to him as Logan started reading. At first, it was unimportant stuff, in fact, it actually had health and security benefits for the school. But as Logan reached the bottom, he suddenly noticed something completely unsettling. At the bottom were the words "Agreement to this treaty gives us the right to deploy your students at our whim."

Jessica and Tony noticed Logan's uneasiness and looked at him concerned.

"Is there a problem, Logan?" Tony asked.

"This is complete slavery!" Wolverine declared, "Webs will be able to have complete control over the school!"

"It's what you agreed to. It's what WE expect." Jessica stated.

"You threatin' me, Jones?" Wolverine demanded.

SKINT!

Wolverine's claws popped out as he put on his 'war-face.'

"Be careful who you threaten, toots." Logan growled.

"We have our orders." Tony stated, "I'm sorry, Logan."

With that, Jessica lunged to tackle him as Tony sent out a shock blast. Fortunately, having lived through so many battles in his life, Logan was able to easily dodge the blast which instead hit Jessica. Wolverine then slashed at Stark's chest, making sure he didn't kill him, but giving enough force to make him cry in pain, and stagger back.

"You can tell Spider-Man…" Wolverine stated, "He will NOT have this school."

**ROUND 1: WOLVERINE VS IRON MAN (REGIME)-**

Iron Man fired a unibeam at him, but Logan was able to block it with his claws. Wolverine then did a running dash kick, knocking Iron Man down. Before he could fully get back up, Logan kicked at his knee, making him fall again. Wolverine then stuck his claws into Stark's chest, making him cry out in pain, before throwing him over his head with a roll.

Tony tried to get his second wind, but Logan kicked him through the door and into the hallway on the other side, where two young mutants were making out. Upon seeing him, the two students screamed and ran in horror, causing a crisis on the floor with mutants activating all of their powers. Before Tony could react, Lockheed flew past him, breathing fire into his mask, Broo pounced onto his face, causing him to stumble back into the path of the mutant known as Armor who knocked Tony away, and into the Danger Room.

Wolverine showed up soon afterwards, and lunged at Tony forcing him to fly backwards towards the computer. Wolverine was about to finish him off, when Tony punched the computer, causing a flamethrower to pop up and burn Logan as he cried in pain. Before Logan could recover, Iron Man punched him with a strong upper-cut before throwing him to the ground and firing a stinger missile at his back.

Wolverine got back up, and jumped over Iron Man, delivering a series of combos to him before getting him back by the computer. Before Tony could hit the button again, Logan punched him through the computer, sending Tony flying out of the School, and towards a nearby Sentinel. The giant robot simply swatted Iron Man away, making him crash back into the school, and landing in Wolverine's office, where he fell to the ground, exhausted.

Wolverine arrived in time to see this and frowned.

"Should've known better than to mess with the best there is at what he does, Rich Boy." Wolverine replied.

Suddenly, Jessica popped back up and punched Logan in the chest. Logan stumbled back as she flew towards him.

"Let's not make a big deal outta this, Jess." Wolverine pleaded, "I just want to talk to Spider-Man."

"You don't TALK to Spider-Man." Jessica threatened, "You do as his orders! And now you're gonna do as you promised!"

**ROUND 2: WOLVERINE VS JESSICA JONES (REGIME)-**

Jessica began by attempting to punch Logan, but Wolverine dashed away, and grabbed a nearby chair, throwing it at her. Jessica then recovered, but Wolverine kicked her into his desk, before she was sent flying back towards him.

Wolverine then released his claws and gave a savage growl lunging right at Jessica, slashing her across the chest. However, much to Logan's surprise, Jessica was still keeping up perfectly with him. Nonetheless, he continued to slash away at her, hoping to find a weak point of some kind.

Eventually, Jessica punched him back, as the two faced each other down.

"You're under arrest!" Jessica declared.

"Weapon X couldn't hold me, so what chance do you have?" Wolverine reported.

The two lunged at each other with Wolverine kicking at Jessica's fist. However, Jessica was pushed back, meaning Logan knew he could finish her off with one last pile-through. He rubbed his claws together and lunged again at Jessica, this time, grabbing her head with his legs and throwing her to the ground.

Wolverine then proceeded to slash her across the face, before kicking off of her body with his boot, sending her into the wall. Jessica got up again, only to fall back down.

"You two are the worst excuse for diplomats I've ever seen." Wolverine retorted with a smile.

However, his confidence was put on hold when the doors were thrust open revealing another Wolverine. It was almost an exact duplicate, except this one had completely white hair and a beard, and his costume was now similar to the one Wolverine had worn during Nick Fury's so-called 'Secret War.'

"Well," Wolverine said, nonchalantly, "Parallel Earth it is."

"Who do ya work for, Bub?" The Regime Wolverine asked, "Magneto?! Sabertooth?!"

"I'm James Howlett," Wolverine said, "The Wolverine. And I DON'T answer to anyone when it comes to my school. Unlike you."

"Watch it, Bub." The Alternate Wolverine said.

"You would risk all these kids' lives like they were nobody," Wolverine said, "And to a person as dysfunctional as Peter?"

"The treaty allows Webs to recognize our autonomy." Regime Wolverine explained.

"But your risking innocent lives!"

"A necessary compromise." Regime Wolverine assured.

"More like an appeasement!" Logan growled.

"Whatever, pal." The Alternate Logan said, popping his claws out, "Ya just gonna stand here flapping your lip, or are we going to fight?!"

"Yeah." Logan said, popping his own claws, "Let's do that."

**ROUND 3: WOLVERINE VS WOLVERINE (REGIME)-**

The fight began with Wolverine clawing at his other-selve's chest. The other Wolverine recovered, and kneed his alternate self in the groin. Logan recovered and dashed forward, cutting into Regime Wolverine's chest.

The Regime Wolverine growled and slashed at his duplicate, before Logan grabbed the chandelier above them, and lunging off it. As he bounded off, however, he slashed the top part above them, causing the whole thing to land on top of his duplicate self. The Regime Wolverine groaned as he recovered, before lunging at the Mainstream Wolverine. However, he jumped above the Regime version of himself as he hit the wall on the other side containing a fireplace and a painted image of Charles Xavier.

If he still thinks that he's somehow honorin' Chuck, he's sadly mistaken. Wolverine thought, as he lunged behind his counterpart and grabbed his head.

Before Regime Wolverine could respond, Logan pushed his head into the flames, causing Regime Logan to scream in pain. Even with his healing factor, it still hurt like hell.

"Put a sock in it, bub." Logan demanded, stabbing his alternate self in the back, and throwing him to the other side. Logan then prepared for a lunge attack, but Regime Logan pushed him back, as they prepared to clash.

"The hell's wrong with you?!" Logan declared.

"I'm protecting people!" Regime Logan declared.

The two clashed, each of them striking the other's claws. Regime Logan was pushed back as a result, as Logan dis a dash slash through his other-self's chest, causing him to finally go down.

"Now," Wolverine said, "Let's talk about revisin that policy…"

Before he could react, thousands of soldiers began pouring in.

"KILL HIM!" Regime Wolverine yelled.

Logan prepared to fight his way through but just before they could collide, the soldiers stopped.

"What the-?!" Logan asked.

He waved a hand in front of another soldier to discover that he was frozen. Looking at everyone else, Wolverine suddenly realized that indeed, everybody else was frozen in place besides him.

"Great." He said, sarcastically, "What now?"

Suddenly, a new figure appeared. He was a tall, lanky man with long dark hair, and a large chin with green eyes which almost seemed to twinkle in a mischevious way. He was wearing golden body armor over a green spandex suit topped off with a large golden horned helmet and staff.

"They do tend to fight first, don't they?" The figure asked, in a low, yet amused voice, "Though I may have stopped them."

"Loki." Wolverine spat, "Whatta doing here?"

"I feed on mischief and chaos." Loki explained, "Until today, I've been starving. This conflict managed to temporarily regenerate some of my powers."

"You did more than that." Wolverine spat, "You brought us here."

"Me?" Loki laughed, "No, Mutant. That was not me. But I can guess who it was."

"Tell me!" Wolverine demanded.

"You dare to presume to command me?" Loki asked, as his anger built up.

"I do." Wolverine said, "And you're gonna obey me!"

**Round 4- WOLVERINE VS LOKI (Parallel Earth)-**

Loki shot a blast of magical energy at Logan who easily blocked with his claws and then slashed at him. However, Loki was quick to teleport behind Logan and stabbed him right through the chest with his Asgardian staff

"You will kneel before me." Loki smirked, as his staff electrocuted the Mutant from another Earth, and sent him flying off into the wall.

Fortunately, Logan's healing factor restored him to full health quickly, as he turned and lunged at Loki again. Loki blocked the slash with his staff, but Wolverine quickly kicked his knee, catching The God of Mischief to fall to the ground. Logan then slashed his right kneecap, causing The God to cry in pain.

_That's not right. _Wolverine though, _The Dude's always bragging about him being a god, and yet here I am kicking his ass._

With that, Logan tossed Loki behind him. He was ready to pounce on him again, but The God of Mischief's eyes suddenly glowed blue as he suddenly gave off a bright blue light, and had an unsettling grin on his face. Before Logan had time to react, Loki brought the scepter upwards, slicing Wolverine upwards on his chest.

Before Logan could recover, three more versions of Loki showed up. They all proceeded to kick Logan around to each other, until they all pointed their scepters at him, and unleashed a powerful combined Asgardian blast on the X-Man.

The other three Loki's disappeared as The God of Mischief dashed in for a stab, but Logan blocked, and pushed him back as the two prepared to clash.

"Why prolong your suffering, Mutant?" Loki asked with a smirk.

"That way I can put my name of the list of people who PWNed you." Wolverine replied.

The two dashed towards each other as Wolverine's claws collided with Loki's staff. However, Loki was pushed back and Wolverine continued to attack him with a series of combo punches and slashes until The God of Mischief finally fell to the ground.

"You're weak, Loki." Wolverine pointed out, "What the hell happened to you?"

Loki looked at Wolverine and it was clear that he saw something that even a Thunder God's half-brother could fear.

…

_**Five Years Earlier, The Middle East…**_

"_It all began after The Red Skull tricked The Spider into murdering his wife, child, and home, along with everything he ever cared about. I admit I was intrigued by this chaos, but as I watched it grow, I realized the path the mortal Peter Parker was set on would be…bad for me. I am the God of Mischief, and I feed off of chaos, after all. And if all of that were to stop, then my powers would be no more. I decided to talk with someone, but knowing my brother wouldn't listen, I decided to talk to…someone else."_

Loki watched as Carol Danvers picked up a tank from the foreign enemies, throwing it into the air. He heard the screams of the pitiful mortals coming from inside before it exploded under the pressure of the speed it was traveling at.

"You're a Captain now, are you not?" Loki asked as Ms. Marvel suddenly took notice of him, "Aren't your world's Captains supposed to have mercy?"

"Loki…" Ms. Marvel groaned, "If you have any plans of making havoc, I'm going to…"

"Oh, I don't believe I could cause anything now." Loki admitted, "I'd need much more of a greater scenario than this to do something worth my time."

"Than to answer your question," Carol said, "Steve's the one who's too gutless for this new war. I on the other hand, am doing everything that SHOULD be done. The way PETER says it should be."

"The Spider, yes." Loki nodded, "I have not spoken to Parker since that time he helped me save my daughter. How is he these days after his wife's passing?"

"I'm helping him through." Carol said, bluntly as a bullet from a foreign soldier bounced off of her cheek.

She looked at the rebels and could see the fear in their eyes.

"Turn around." Carol demanded, "And run."

They did just that.

"Will you take her place?" Loki asked, "Will you sleep next to him?"

Carol looked up into the sky as she reflected on this. Mary Jane was Peter's, and with her death, Carol felt she needed to be the morale support for Peter. She always loved him and now that Mary Jane was gone, Carol felt she and Peter could start over again.

"Mary Jane was an incredible woman." Carol said.

"That does not answer my question." Loki said.

Carol turned around and grinned. Loki knew she was on to him.

"You're actually afraid of this." She said, grinning, "You actually think that Peter CAN stop all these wars, aren't you? Why else would you be here? If Peter succeeds, you'll have no mischief to feed off of. You'll need a new title. Something like; 'I am Loki: God of Ponies!' Say it!"

"Be careful how you speak to me." Loki said, making his staff appear in his right hand.

Suddenly, Loki was kicked in the pack by Peter, making him drop his sword. Before he could recover it, Carol picked it up and with super-fast reflexes, she managed to cut off Loki's right hand. Loki screamed in pain. The removal of all chaos from Earth was beginning to drain him, so he couldn't regrow his hand fast enough.

"You'll get it back when you've learned your place." Carol said, "Now apologize."

"I will be there when you give birth to his children," Loki said, "And I will take extreme pleasure of taking their lives…"

He was cut off when Carol stabbed him through the heart with his own staff, pinning him to the ground.

"Don't worry." Carol smiled, "He's a god. I've dealt with those before many times more than you have. They don't die, but they do fade away."

And that was what Loki feared. Carol was slowly draining Peter of his morality. If it were kept unchecked, Peter Parker would become a force that nobody would dare stand against. And in a world unwilling to cause chaos, what would become of Loki?

"P-" Loki spat weakly, coughing up a lot of blood, "Ponies…"

….

_**Now…**_

"All right." Logan sighed, rubbing his hands in his eyes, "So who's left?"

"Not many." Loki admitted, "Those who are still alive now serve him out of fear or have been coerced along with a small cascade of villains."

"And anyone who resisted him were killed." Wolverine said, balling his fingers into fists.

"All but three." Loki explained, "They are known as the Insurgency Avengers. Your friends are with them now as we speak."

Logan walked up to the God.

"Send me to them. Now." Logan demanded.

….

_**The Insurgency Avengers…**_

Clint Barton looked at the light blue pill in between his fingers, he was about to ingest it when out of a sudden bright green flash Wolverine appeared.

"Where'd you come from?" Hawkeye asked.

"Loki." He said.

Everyone looked surprised. Thor was about to say something before Wolverine elaborated.

"Not our Loki." He assured.

"We know." Carol said, "Meet 'Not-Our-Captain-America-And-Agent-Coulson.'"

The doors opened and out stepped Cap and Coulson. Logan was quick to notice that both were about five years older than the ones he knew. Additionally, Cap's uniform was clearly battered and worn, although it did show that there were attempts to patch the work.

"Good to finally get you here, Logan." The Insurgency Captain America said, "I was wondering how to retrieve you from your counterpart's school."

Wolverine nodded and turned to Clint watching him ingest the pill.

"Headache?" Wolverine asked.

"Trying to prevent one." Clint told him.

"It's a durability enhancer." Coulson explained, "4-M-4-Z1-N-9."

"How can a pill…" Logan began, before Cap cut him off.

"Nano-Tech as a result of the most brilliant minds from both on-and-off-planet." Captain America explained, "It increases tensile strength of bone and tissue structures by a factor of several thousand, giving anybody who takes it additional superhuman strength and durability."

"This Steve can tell you more," Natasha explained, as they all took their seats around a giant table computer, "He apparently 'borrowed' the recipe from the Spider-Man of this world. He usually gives this stuff to his people."

"Yeah…" Wolverine said, "Aside from Loki, I also managed to bump into some of our evil counterparts."

"They're not evil." Steve assured, with a heavy sigh, "Most of them obey Spider-Man out of fear, or have lost perspective and believe he's doing the right thing."

"So you and Coulson are the only ones left?" Carol asked.

"No." Logan said, "Loki told me there were three."

"And here I am now…" Another familiar voice said.

Everyone with the exception of Coulson and Steve spun their heads around surprised to see the figure of Norman Osborn approaching them.

"What is this?!" Wolverine asked.

"How are you not dead?" Thor demanded.

"It's okay." Captain America assured, "He's with me."

Norman nodded his head as he addressed the heroes who weren't from this world.

"Unlike your Norman Osborn," He said, "I've never indulged in law-breaking. Spider-Man doesn't suspect that his own idol and best friend's father is secret funding The Insurgency Avengers."

"Osborn's involvement is a secret." Steve continued, as Norman took a seat, "Anyone critical against Spider-Man disappear. Government officials, activists, reporters…"

"So now that we're all here," Carol said, as Cap and Coulson took their seats, "Explain why you brought us here."

"And why you didn't just ask before yanking us over here." Clint added, "We were kina busy."

"The Nuclear Bomb," Coulson explained, "It didn't go off in your world. Our transportation machine made sure of that."

"We've been monitoring your world for quite some time." Norman continued, "You five specifically. We managed to create a wormhole device using stolen technology from the Baxter Building to bring you here."

"What for?" Natasha asked.

"I have a final plan left from Fury that requires you." Steve said, "Before he died, he managed to bring together the Infinity Gems and Gauntlet so that…"

"Hold on…" Clint interrupted, "The Infinity Gauntlet?! You kill him, you're no better than he is."

"I didn't say kill." Steve said, "As much bad as Peter's done, I'd never bring myself to kill him. I'm going to use it to incapacitate him and his Regime and leave The Government, The REAL Government to deal with him. The Gauntlet's onboard the former SHIELD Helicarrier, I need your help to unlock it."

…

_**The Regime Helicarrier…**_

Peter Parker, the current head of the Regime Avengers and Self-Appointed leader of the World, looked at his latest prisoner happily. Earlier today, his forces had finally managed to bring in Bruce Banner, The Incredible Hulk. It took some time, but eventually, they managed to bring him in just like anybody else who resisted him.

With the exception of The Insurgency Avengers, of course. But Peter knew it was only a matter of time before they were caught also.

Peter could have easily killed Hulk, but realized instead that he could prove to be much more helpful if the threat ever emerged. So instead, Peter simply had the Hulk captured and drugged for the last nine hours. In that time, Peter had managed to create a collar that would help him control the creature if the need ever came.

Peter finished checking his remote, confirming everything worked perfectly.

"Wonderful." He said.

At that moment, Carol flew down next to him.

"High-President," She said, "We have a problem?"

"What?" He asked.

"I…ran into Thor's twin…" She said, making Peter confused, "And some people who looked a lot like, Natasha Romanoff and Clint Barton…and someone who looked almost EXACTLY like me."

This made Peter's eyebrows raise, very concerned. Something was off if there were forces masquerading as his Avengers. They had conquered the Skrulls already, and made sure any resistance by them was futile, so the question remained: HOW could someone be masquerading as other Heroes.

He turned to her, seriously.

"We need to find them, and any others who might be out there." He told her, "I need to know everything."

Carol looked at Peter. She noted he was wearing his current costume where the webs were painted silver, and the spider was slightly larger on his chest. His suit also sported the nano-fiber-patterns that most of their suits contained after they had replaced them a couple years back.

"Permission to speak freely, Sir?" Carol asked.

Peter looked at his mask, besides being made of the same material as the rest of his costume, his current mask had bigger eyes than the one he originally had. He knew he had to capture them, but something in the back of his mind told him that he needed to hear Carol out first. Besides, he could always send other forces to retrieve them.

He pushed a button on his wrist-communicator.

"This is a priority message to all other Avengers." He stated, "If you see duplicates that resemble Captain Marvel, Hawkeye, Black Widow or Thor, you are to arrest them, and report it to me imminently."

He turned off his communicator and turned to Carol.

"Speak." He said.

"Are you okay with this?" She asked, "With us?"

Peter looked away. Carol knew he was still reeling even after five years. She decided to get to the point.

"Peter…" She said, "I know I'm not Mary Jane, and I never will be. But the explosion that The Red Skull caused five years ago…it's changed my perspective too. It's made me realize how right you are and how you can be at times. I know it's wrong to say, but…"

Peter suddenly caught her off-guard by webbing her into his body and then French-kissed her. Carol moaned as her tongue touched with Peter's. The two heroes fought with their tongues until they were worn out and both pulled away.

"There's no need, Carol." He said, "And you're right. Perhaps I do need something else in my life now."

Carol smiled.

"Thank you for understanding, Peter." Carol smiled.

"Shall we continue this in my quarters?" Peter asked.

"Let's do it." She agreed.

As they walked into Peter's bedroom, Peter took Carol in his arms as she began kissing on his cheek. Peter smiled as the doors closed behind them, locking themselves inside his quarters.

**Well, there you go, everyone! I hope I made this a good Wolverine chapter for you all. Then again, I think it's safe to say that this is at least a better story than **_**X-Men Origins: Wolverine**_** was. What a horrible film that was. My parents took me thinking it would be a good film, and boy were they wrong. However, a lot of people seem to like **_**Amazing Spider-Man **_**for god-knows-what-reason. Anyways, next time we get a look at things from The Red Skull's side of the story (although this one's going to be short for personal reasons,) as he discovers what's happened to him on this world and everything since then. Hope you all enjoy! As always, reviews are appreciated!**


	5. The Skull

**Hi, again everyone. Here's another quick chapter. Like I said last time, this is going to be shorter because like I stated last time, there's personal reasons as to why I don't like the Red Skull that I'd rather not get involved with. Anybody complaining about this, I'm sorry, but the intro and first fight is as far as I'll go for him. This first one on the other hand will be short for the personal reasons I stated. Rest assured, I still have other surprises in this and another back-up chapter for those who want it. As always, reviews and comments are appreciated. And I own NOTHING. This is for FAN-Purposes only, so please don't sue!**

_**New York City**_

_**Earth-199999616b…**_

The Red Skull exited the stolen cop car that he had taken earlier. He had managed to escape the forces when Rogers had taken out his little gadget, and steal this police car. After doing some research he had discovered that nearly all his hidden bases didn't exist anymore. That meant that he must have somehow been teleported to another plane of reality which would explain why the detonator didn't work.

Despite having no success so far, Schmidt was certain that he'd find something eventually.

He looked at the area he was in. There was a bar titled 'The Sins Past' where he could see the shadow of a woman doing an exotic dance. What interested him, however, was the fact that someone had spray-painted his face onto the window.

"Interesting…" He stated, "I seem to have some form of reputation here…"

He suddenly heard something coming at him from behind. He turned around and saw Rogers dive-kicking from above. However, The Skull was ready and managed to kick Rogers before he could strike.

Captain America fell to the ground in pain as The Skull laughed triumphantly. Steve tried to get up but groaned in pain.

"Did I hurt you, Herr Rogers?" Skull asked sarcastically, "How about I give you a broken rib cage like you've been giving me all these years for a change?"

Before Steve could react, The Skull delivered a quick series of blows to Rogers, before knocking him out.

"And now, Rogers…" The Skull laughed, taking out a knife and holding it to his neck.

Before he could finish the job, The Skull looked up to see two more of Roger's fellow allies approaching.

He looked at the unconscious Rogers. He knew he'd be no match for two at the same time, and as much as he'd like to put Rogers down for good, he knew he had to play it smart.

He dropped Steve and hid behind an alleyway just as the two heroes arrived. Upon closer inspection, The Skull could tell that it was the Iron Man and the ones most people referred to as 'Jessica Jones.'

"Hello, Steve." Iron Man said, picking up Steve's body, as The Super Soldier groaned, regaining some consciousness, "Nice to see you finally fixed your suit up."

"You're coming with US now." Jessica Jones stated.

"I don't think so, Jessica." Steve said, although his expression made it sound like a plea.

Instead, Jessica slugged him in the chest making The Skull chuckle slightly from the sidelines.

"That WASN'T a request!" She declared.

With that, they took off, leaving The Skull alone, and unnoticed.

….

_**The Regime Helicarrier…**_

Carol Danvers was in eternal bliss. Peter Parker almost felt happy again.

The two of them were in bed together with their costumes scattered across the floor. The bed matress had seen better days, and the two were held in each other's arms.

Right now, Carol was in the middle of a dream where she and Peter were in bed together, but fully clothed. In her mind, all wars and conflicts both from inside and out had been eliminated and there was just the two of them. They were both wearing wedding rings, and cuddling next to each other.

"Mommy!" A little girl's voice called.

Carol looked to see a girl with long brown hair and blue eyes run towards them. She was about five years old, and had inherited traits from both her parents.

As Carol and Peter held their child together, she was suddenly awoken by an incoming message from the nearby speaker. Peter heard it too and answered it.

"Yeah?" He asked.

"Spider-Man?" Tony asked, "Great news. We caught Cap. We're taking him to The Raft now."

Something was definitely wrong now. Tomorrow would mark the 5-Year Anniversary of the day he and millions of others had lost everything. Each following year, Steve and his resistance became harder and harder to track. It didn't make any sense that all these years of hiding would result in Steve being captured on the most important night ever.

Peter had to check it out to make sure of it.

"Carol and I will be there soon." Peter said, "Have Logan meet us there as well."

"Roger." Tony replied.

Peter hung up as he and Carol retrieved and started putting their costumes back on.

"What's up?" Carol asked.

"They say they've finally captured Steve." Peter replied.

"After all these years?" Carol said, amazed, "That doesn't make sense."

"My thoughts exactly." Peter agreed, "Which is why we're going down there to find out."

….

**Meanwhile…**

The Skull looked around trying to find something he'd recognize. As he continued to ponder his next move, he suddenly felt a gun being shoved in his back.

And a very familiar voice.

"Don't. Try. Anything."

The Skull turned around amazed. It was Sin. But she looked…different.

For one thing, Sin's usually-short-red hair was now longer and was dyed orange-reddish for some reason. Not to mention Sin wasn't dressed in her traditional costume but rather one that was a swimsuit top colored blood red and long red spandex pants, with red leather boots. On her exposed chest was a red tattoo of a skull, and her appearance was topped off by a black leather trench coat worn over the whole thing. However, what surprised Skull the most was the fact that his DAUGHTER the sniveling little brat whom he had resented from birth and always feared him was holding a shotgun at HIM.

"Sin?!" The Skull asked.

"Sinthea." Sin corrected, "A little bird told me that some creep dressed up like The Red Skull was seen around here. Fighting a Captain America wannabe."

She poked him with the shotgun.

"You've got the look. And a LOT of nerve. What you DON'T have is the RIGHT." She continued.

"Sin!" The Skull exclaimed, "I AM YOUR FATHER, AND YOU WILL OBEY…"

Sin ignored him and let out a warning shot.

"NOT FUNNY." She declared, "NOBODY PRETENDS TO BE MY DADDY!"

**ROUND 1: RED SKULL VS SIN (PARALLEL REALITY)-**

The Skull instantly took out his gun, shooting his daughter in the chest. However, much to his surprise, the bullet did not kill her, but Sin did show a sign of pain.

Sin responded by slide-kicking into her father, sending him into the air. As he flew up, she unloaded a barrage of bullets into him. Thankfully, The Skull's chemicals he had used to sustain himself helped ease the pain, but he couldn't afford to take that kind of hit again.

As soon as he hit the ground, Sin went over to inspect, only to have The Skull spin kick her to the ground. Before she could get up, The Skull grabbed her leg and twisted it, causing her to cry out in pain. He kicked her aside before sliding over there and kicking her to the ground again. This time, however, he took out a knife and repeatedly stabbed her. Interestingly, there was still no sign that Sin was in serious pain, but the Skull could tell his daughter was weakening.

Sin got back up and delivered a series of quick karate kicks to her father. She took out her gun again, but before she could shoot The Skull, he jumped off of a nearby car, landing on the other side. Sin turned around, not aware of the bomb The Skull had placed on the car. The bomb exploded, sending Sin towards him. The Skull simply laughed as he punched her in the face, sending her into the car's flaming remains and back towards him. The Skull prepared for another punch, but Sin countered, pushing the two back.

"You're not my real father!" Sin declared, taking out her pistol.

"I'm going to enjoy showing you your place, daughter." The Skull replied taking out his machine gun.

The two then charged at each other, before firing both their weapons before impact. The Skull managed to shoot first, sending his daughter back. The Skull then dashed in, giving her a few more stabs. Sin got back up, only to fall to the ground in exhaustion.

"Have we calmed down now, dear?" He asked.

"It's…" Sin breathed, amazed, "It's you…the way you move…the way you…"

The Skull smiled, helping her back up. This was all too easy to manipulate her as he had so many times before.

"I…" Sin explained, "I feel like my old self again. Daddy's dead, but…"

"This isn't my world." The Skull admitted, "But I am The Red Skull. Am I your Skull… Sin?"

Sin looked at him, as her smile grew and she suddenly hugged him.

"Daddy!" She declared.

She pulled away, taking his hand.

"Come on," She said, "There's some people who have to meet you!"

She led the way, skipping along happily as they moved.

….

_**The Raft…**_

Peter and Carol walked past the many soldiers who all had their heads bowed to their leaders, as they made their way to the prison cell where the most-recent captured hero was being held. Inside, Wolverine had discarded Captain America's mask. Steve was as confused as he was beaten after a torture session by Logan.

"Alright, Steve." Wolverine said, "Time to greet yer guests."

The doors opened to reveal Carol and Peter. Steve knew something was very wrong as everybody's costume looked completely different. And Peter…there was something unsettlingly wrong with Peter, as he looked Steve over.

"Good work, Logan." Carol complimented, "How did you…"

"It's not him." Peter said, bluntly.

"Yeah." Logan said, "His smell's different."

"And my Spider-Sense tells me that anything he's gonna try and pull in the next five seconds is five years too old from what he'd do now…"

He walked over to Steve and made sure they were meeting eye-to-eye.

"You're one of the duplicates." Peter declared, "Tell me why you're here."

….

_**The Skull Clan HQ, Deep Underground of New York…**_

The Red Skull could be a very had man to impress. As far as egos for super villains went, he definitely had one of the biggest, so there were few things that impressed him.

Yet ironically, it was this parallel version of his daughter who came off as the biggest surprise because in this world, The Red Skull had died leaving her to gather a force of people not unlike HYDRA, to honor his legacy. True, they were nothing like HYDRA, and they had to resort to hiding out in the sewers, but Sin had managed to move entire parts of the Raft to this underground facility, and reconfigure it as their base.

Now The Skull stood before his followers and daughter of this world as they all cheered for him.

"Fellow members of The Skull Clan," The Skull grinned, "I must admit that I am honored by your efforts to uphold my name in the time I've been gone. You have told me the story of what has happened, but I shall tell you the truth. Spider-Man killed those people, and then HE tried to kill me."

There was a collection of 'boos' before they quieted down and the Skull continued.

"You have all upheld my teachings in the time I have been away from you, and that is impressive." The Skull continued, "But let's. Think. Bigger."

He stepped away from the podium and looked at his daughter.

"Sin has explained to me that Spider-Man has created a drug to increase the abilities of anyone who takes it." He said, taking out the pill Sin had given him earlier, "Now WE have some at our disposal. And with it; WE WILL BECOME UNSTOPABLE!"

Everyone cheered as the Skull ingested the pill.

He looked at everyone, as they quieted down again.

"If they cut of our head," He said, "Two more shall take its place! Until our many head encompass this entire world!"

Everyone cheered, but the celebration was cut short by an explosion from the stage behind The Skull. Everyone panicked as Regime Soldiers came pouring through. Everyone gathered there quickly grabbed a gun, while The Skull took his knife and slashed someone across the chest.

However, another Regime Soldier came forward and shot the Skull repeatedly in the chest. However, much to the soldier's surprise, the bullet's didn't even phase him.

"I believe the term you would use is 'ouch.'" The Skull grinned kneeing the Soldier in the gut.

Just then, two Regime Avengers appeared from the smoke caused by the explosion. Jessica Jones and much to The Skull's surprise, The Winter Soldier. However, The Skull was quick to notice that while Barnes still had the same costume, he seemed darker than usual. There was something wrong with his eyes, but he wasn't sure what it was yet. Before he could do anything else, Jessica took the Skull by the neck and lifted him up while Winter Soldier took out two machine guns and continued to reign down destruction on the Skull Clan members. Sin tried shooting Jones, but realized that she could hit her father. Cursing her only option, she took out a small tablet and pressed the center which lit up an image of Captain America's Shield.

"Back from the grave?" Jessica asked The Skull, "Shoulda kept that suit buried."

"Oh, but I do enjoy it so." The Skull laughed, "Plus, I always make sure that most of the time the blood I spill doesn't get on it."

Before Jessica could react, The Skull whipped out a knife from his right sleeve, and slashed Jessica across the face, causing her to drop him.

The Skull laughed at Jessica just stared him down angrily.

"I'm going to enjoy giving you to Spider-Man." Jessica said.

"Not tonight, my dear." The Skull replied, "You have a headache."

**ROUND 2: THE RED SKULL VS JESSICA JONES (REGIME)-**

Jessica threw a punch to the Skull, but he managed to jump over her. The Skull then placed a floor mine down before Jessica dashed towards him, not taking notice of the floor mine. It went off, sending Jessica into the air before hitting the ground again. As she got up, The Skull managed to fire a series of rapid shots into her chest, causing her to cry out in pain.

The Skull laughed as he dashed in and delivered a series of quick punches to Jessica's face, forcing her backwards. The Skull then jumped onto a nearby steam pipe, and managed to get it open, pouring a burst of steam into Jessica's face.

The Skull then took a nearby computer and threw it at Jessica as well.

Now the Skull looked at her with a sinister grin as he took out his knife and proceeded to slash away at Jessica's face, before taking out his pistol and shooting her in the face. He then took out his machine gun, and proceeded to shoot bullets continuously into her face, before leaping off her. Jessica started to get back up only to see there was a bomb on her chest which exploded, sending her back into the wall.

Jessica tried to get back up, only to fall down again.

"Lovely girl," The Skull said, "Wonder how your teammates would react if I just killed you."

He went over to her to slice her up. However, across the area, The Winter Soldier took notice of this and lunged towards him. Before he could deliver the blow, The Skull was pushed back by Barnes.

"So you've ditched Herr Rogers and joined The Spider." The Skull noted, "Tell me who's boots are tastier to lick."

"Captain America's a criminal, just like you!" The Winter Soldier declared.

"NOTHING like me." The Skull said, appalled.

"So you're a hero where you come from?" Barnes asked, raising an eyebrow suspiciously.

"Oh no," The Skull shook his head, "It's just that The Captain often corrupts minds like yours. I usually try to do the same, but usually it ends with me having to put those who refuse to obey me down."

**ROUND 3: THE RED SKULL VS WINTER SOLDIER (REGIME)-**

The Winter Soldier fired his own sniper rifle at the Skull, taking the first shot. He then lunged at the Skull, but he pulled back and punched Barnes to the other side of the room. Taking notice of one of the giant stone statues that Sin had transferred to the prison, The Skull tore it off, and threw it at him, sending Barnes down to the ground again. The Skull managed to dash in before The Winter Soldier could get up, and then twisted his leg as he had done to Sin earlier. Bucky got back up, only for The Skull to knock him down again and repeatedly stab him in the face.

The Skull laughed as Bucky got back up.

He tried punching him, but The Skull was blocked by The Winter Soldier who then pushed him back.

"So who are you really?" The Skull asked, sarcastically.

"I'm the guy who's gonna put you in your grave." The Winter Soldier said, in a tone that showed he was clearly NOT screwing around.

The two rushed at each other with The Skull making the first shot, and pushing Barnes back. The Skull then dashed in, delivering a series of quick blows until Barnes finally went down.

"Someone had better tell Herr Roger's that there's been a Death of a Dream." The Skull laughed.

Just then, they were joined by Captain Marvel, Wolverine, Black Widow, Hawkeye, Thor, and another Captain America who looked slightly older than the one The Red Skull had seen get captured.

The additional forces started to give The Skull Clan the boost they needed, as Jessica flew next to the Winter Soldier.

"We have to retreat!" She declared, "There's too many of them!"

The Winter Soldier nodded, reluctantly. Jones then flew them out through the hole in the wall, as The Skull groaned. Shortly afterwards, the Regime Soldiers had been beaten and captured as Rogers addressed Sin.

"You can turn that off now." The Insurgency Leader declared, as Sin shut off her beacon.

"Good timing." Sin acknowledged, "Thanks for showing up when you did."

That's when everyone took notice of the Skull.

"YOU!" Captain Marvel exclaimed, grabbing the Skull and shoving it behind his back.

"What's HE doing here, Sinthea?!" The Insurgency Steve Roger's asked.

"Daddy can be a big help." Sin pleaded, as The Skull nodded in agreement.

"So you came along with us on our little field trip." Wolverine said.

"And that probably means he didn't come alone." Hawkeye pointed out.

"Where's Captain America?" Black Widow asked.

"There's one over there." The Skull said sarcastically, as Captain Marvel continued to put more pain on him.

The Insurgency Rogers, on the other hand, looked The Skull over seriously.

"Your eyes." He said, "Just like his. Pure evil."

"Who's?" The Red Skull asked, "Spider-Man's? His forces took Captain America. My Captain America. Our Captain America."

"Quiet, or I'll cuff you and leave you for the police." The Insurgency Captain declared.

"Then why did you save me?" The Skull asked.

"If our Captain America is captured," Thor declared, "We need to find a way to free him."

"To free your Captain America," This world's Steve Rogers declared, "We'll need to retrieve The Infinity Gauntlet first."

"Ohh," Sin said, with a smile, "I love a good mission."

"No," Insurgency Steve declared, "YOU'RE needed elsewhere."

He then took The Skull from Captain Marvel.

"And YOU'RE too dangerous to be running around." He told The Skull before turning back to the others, "You guys go on ahead to the coordinates I mentioned. I'll meet up with you all there soon."

…

_**Stark Tower**_

_**Earth-199999616…**_

The collective minds of Peter Parker, Tony Stark, Reed Richards, Hank Pym, and Bruce Banner, sighed with relief. They had finally managed to locate where the missing Avengers had gone.

"So there we go." Peter said, "Parallel dimension. Now, how do we get there?"

"We don't." Reed replied, "As it so happens, I have a contingency plan for an emergency like this, and we have all the things we need to bring them here rather than go there ourselves."

"No risk to do an away team." Hank said, "Good thinking, Reed. But there's still the same problem; how do we do it?"

"With this;" Reed said, pulling up a hologram of the Negative Zone portal, "We're going to modify my N-Zone Portal and use it to pull them here."

"We have some work to do." Tony Stark said.

…

_**New York City Skyline**_

_**Earth-199999616b…**_

Norman Osborn was watching the full moon as he heard footsteps coming up from behind it. This was good. He had been expecting this man for a while now.

Turning around, Osborn saw Taskmaster approaching him. He was wearing a similar costume to his normal one, except he had removed the mask and hood, and instead painted his face white.

"It's beautiful, isn't it?" Norman asked.

"The moon?" Master's questioned, "Or how you can get your hair to do what it does."

Norman chuckled sarcastically before turning to face him seriously.

"I'm so glad you agreed to meet." He said, "You're finally ready to join our little team?"

"Business is bad." Taskmaster admitted, "Being hunted is worse."

"I'm curious, though." Norman asked, "After so many refusals, why now?"

Tony Masters looked up into the sky, reflecting on the year he had spent a prisoner, and finally answered with four words.

"They made it personal."

_**So there you go, folks. Sorry this chapter's a little short, but to make up for it, HERE'S A NEW ONE FEATURING THOR, HAWKEYE, AND BLACK WIDOW! ENJOY! And as always, reviews are appreciated!**_


	6. The Marksman, The Spy, and The God

**Hi, Guys. Yeah. Sorry these chapters took me a while to write up. College has begun to get back into the swing of things, but fortunately I have managed to get these three chapters uploaded today in one stroke. Anyways, to close out this chapter, we turn our spotlight to The Avengers whom most of you know and love from 2012's Best Superhero Film Evah (still better than that ASM garbage. And yes, I'm still P.O'd about it, and will never forgive Webb for stealing and destroying my childhood hero, but I digress.) Today, we look at Hawkeye, Black Widow, and Thor! Prepare yourselves for the pure awesomeness of these characters I promised you at the beginning of this story. Oh, and also, if any of you think this might be short for these three characters, they will all have at least one extra chapter before the end of the story. So there you go. With that said, I own NOTHING. This is for FAN Purposes only, so PLEASE don't sue! So sit back, relax, and "LEEEEEEETTTTTTT'SSSS GET READY TO RRRUUUUUMMMMMBBBBBBBLLLLLLLLLLEEEEEEEEE!"**

_**The De-Commissioned SHIELD Helicarrier…**_

Steve approached the giant force-field, taking out a toolkit and working quickly on the fuse box on one of the large poles. Clint, Natasha, and Thor were completely amazed at how large the force-barrier was. The three of them were now with Steve, Logan and Carol, ready to undertake this dangerous mission.

"Spidey actually did all of this?" Clint asked.

"He made me and Coulson Public Enemies #1 and 2," Steve explained, "Completely froze all SHIELD Resources."

"I still can't believe he lost it this bad," Hawkeye noted, "Even with what The Red Skull did."

"In Spider-Man's own eyes, he destroyed Queens." Steve told him.

"I don't follow."

"Somehow The Red Skull managed to alter Peter's mind so he believed he was fighting Carnage. But it was Mary Jane."

"No." Carol gasped.

"The Red Skull managed to link the nuke to Mary Jane's heartbeat." Steve elaborated, putting his toolkit away, and reworking some more wires, "When she and the baby died, Queens died with them."

"Spider-Man was vulnerable." Carol stated, "Perhaps for the first time in his life."

"His fear won out." Thor said, solemnly.

"My Hawekeye and Black Widow died trying to explain that to him." Cap said, as he put the fuse box back in place.

Suddenly, the force-field was disabled and the others could be allowed entrance into the Helicarrier.

"What's with all the security?" Hawekeye asked.

"Would you take any chances with what Fury could have had hidden away on anything that belonged to him?" Steve questioned.

Clint thought and shook his head.

"Alright." Steve explained, "This is the plan; Logan, Carol and Thor are with me. We need to crank-up the backup generator to the ship. Meanwhile Hawkeye and Black Widow will be the ones to secure the secret entrance. It's located on the main deck of the Helicarrier."

"Alright, Cap;" Hawkeye declared, "Operation: Avengers Alpha…actually scratch that, Alpha's a horrible name so…Operation: Avengers Thunder…Delta….Whatever…is underway!"

…...

_**Soon…**_

"And Clint makes four…" Hawkeye whispered, as he shot the last arrow into the sentry turret guns.

"Just like Budapest all over again." Natasha smiled.

"Hey!" Clint warned, "You and I remember Budapest very differently."

Natasha smiled, as she took out her guns. They had managed to make it so far to this area of the Helicarrrier. Just ahead of them was the main flight deck which was closed off. Something felt off, as Clint and Natasha both took one side of the door.

"Warm…" Clint noted, "I don't like it."

Natasha nodded, and slowly went for the door. Just before she could open it, she pulled her hand back, and just in time as the door went completely flying backwards.

"GO!" Natasha demanded.

Entering the room, both SHIELD Agents fired a barrage of bullets and arrows which soared forward…only to be stopped by weird red energy and fall to the ground harmlessly.

"Wanda." Clint said.

It was Wanda again, only this time, she wasn't alone.

"Abomination." She called, with a hint of playfulness in her voice, "Playtime."

"Baaaarrrrtooooonnnnn…." The Abomination said in an almost-zombie like voice. Clint and Natasha noted he was wearing some kind of green prisoners' outfit which had been made to fit The Abomination's body.

"Crap." Hawekye cursed as he lunged towards Abomination while Black Widow tried to take on Scarlet Witch.

Clint swung his bow at the Hulk's enemy, knocking him off balance. Clint then managed to get on Blonsky's back, and took out a special anesthetic arrow, slamming it into Blonsky's face.

The arrow, however, only seemed to piss Blonsky off to no end.

"Oh, shit!" Hawkeye cursed, as Blonsky grabbed both of Clint's arms and gave an almighty headbutt to the face, sending Clint flying back a few feet.

Clint managed to do a backflip before he could crash, and took out his bow and arrow.

"I'LL CRUSH YOU, BARTON!" The Abomination yelled.

"Come on, then, Blonsky." Clint grinned, firing off an arrow that pierced Abomination's right shoulder.

"GRAAAAAAAHHHHHHH!"

Blonsky started to move forward, but Clint fired another arrow, hitting him in the opposite shoulder. Then another one in his right kneecap. Then the opposite kneecap.

Abomination tried to run to Clint, but he managed to fire one last shot into Blonsky's chest. However, it was clear that wasn't going to slow him down.

But that wasn't Clint's plan. Instead, he just grinned as he did a flip backwards and activated the remote detonators on the arrows. They exploded, causing The Abomination to fall back in pain.

"Now let's see if the indestructo-pill works." Clint smirked.

**ROUND 1: HAWKEYE VS ABOMINATION (Regime)-**

Abomination lunged towards Hawkeye, as he jumped above him, firing off an arrow as he landed on the other side. Abomination threw a nearby computer at him, and it did hit Clint, but it wasn't as bad as he thought it would be.

In fact, Clint was pumped up more than Nicholas Cage when he was overacting.

As Abomination rushed forward to knock him down with his body weight, Clint lunged off the computer behind him, firing an arrow into the screen there, and causing it to blow up in Abomination's face.

Clint laughed as Abomination ran in for a kill, but Clint managed to punch him back before taking out another arrow and pulling back on the bow. Firing it bellow Blonsky, the arrow exploded, sending the Gamma Monster back into the air.

Clint slid down below Blonsky quipping as he yelled "Heads up!"

Firing another arrow, the shot released a rope that tied up Blonsky and pulled him to the ground. Clint then leaped over the Abomination and fired four explosive arrows at him, knocking him out.

"I'll be damned." Clint quipped, "The Indestructo-pill works."

Meanwhile, Natasha and Wanda were still at each other's throats, as Clint jumped in to help. However, Wanda simply casted a spell which froze Clint in midair.

"Stupid Barton." Wanda smirked.

Natasha responded with a kick across Wanda's face which caused her to release Hawkeye.

"Wasn't very nice, Witch." Natasha warned.

**ROUND 2: BLACK WIDOW VS SCARLET WITCH (Regime)-**

Natasha managed to get the first shot in by firing a dart which hit Wanda in her chest. Wanda gasped, feeling some of the air getting kicked out of her, as she was pushed back a few feet. Wanda recovered and fired off a series of magic bolts which Natasha managed to avoid with her athletic abilities.

Natasha then kick-glided down at Maximoff, knocking her to the ground. As soon as the mutant got back up, Natasha grabbed Wanda's head with both of her legs, getting a tight grip around her, and then flipping her over her back.

Wanda got back up, only for Widow to take two guns from her pocket and fire six quick shots into Wanda's chest. Widow then slid down towards Wanda, kicking her up into the air.

Natasha then activated her wrist gear, firing a grappling hook into Wanda's chest and slamming her face-first into the ground.

Natasha then slid in for another attack, but Wanda managed to block it, forcing the two back away from each other.

"Enough is enough!" Wanda declared, holding her hands up as she began an enchantment.

"May the best woman win." Natasha smirked, whipping out her two guns.

The two ladies then charged at each other. Unfortunately, Wanda managed to fire first, and she hit Black Widow in the chest, sending her back a few feet.

Before she could recover, Wanda fired another spell which hit Natasha in the chest. Suddenly, Natasha found herself lifted into the air, while being restrained by an unseen force. Wanda smirked using hand gestures and Natasha suddenly found herself trapped inside a Pentagram-like figure. Wanda then said a spell in some sort of language (Natasha wasn't sure what it was,) and flipped Natasha over, sending her slamming down into the ground.

Wanda raced over, ready to finish this off, but at the last second, Natasha recovered, and did a full backflip, kicking Scarlet Witch into the air. Wanda then fired a barrage of bullets and Widow Stings before Wanda landed, and then proceeded to leap onto the Witch, giving her a few good socks, and then firing her two guns in Wanda's face before flipping off of her.

Wanda got back up, only to fall to the ground in exhaustion.

"So how'd you rate that, Clint?" Natasha smirked, helping her old friend up.

"Eh," Clint shrugged, "I'd give it about a 4/5."

"Nice work." Logan said, as he and the others approached them.

The Regime Steve simply took out what looked like a set of car keys and pressed a button. In the center of the Helicarrier, the SHIELD Logo opened up revealing an elevator.

"Come on," He said, "It won't be long before reinforcements arrive."

The group followed him onto the center of the elevator and with another press of a button, they began their descent as the entrance closed back up behind them.

…

_**Meanwhile, at the Regime HQ…**_

Norman Osborn hated this part of the job.

He regretted the day he agreed to be one of the chief scientists in charge of The Regime's arsenals.

Admittedly, Norman had great aspirations all throughout his life and considered himself to be an imaginative person, but this wasn't imagination. This was practically slavery.

Of course, he couldn't tell this to Parker. Not yet anyways. He just had to hold out for the Avengers Insurgency to get the weapon and then the world could be freed from Parker's rule.

So for now, here he was, sitting down and talking to Peter about things Norman already knew about, but had to act as if he was just being told this.

"So…these duplicates." Norman asked, "They sound dangerous. I'm surprised you didn't call for Thor."

"I actually did before you got here." Peter answered, "At first, I thought it was nothing, but these duplicates seem pretty powerful, and there was a disturbance a little while ago at the old Helicarrier. I don't know if it's them or not, but I sent Thor and Captain Marvel just in case."

"But that's not why you called me here." Norman pointed out.

"No." Peter agreed, "I need some way to track these duplicates. Stark's working on his own thing, but I feel as if his alcoholism isn't going to help him focus properly."

"So you need me to make something?" Norman asked, "So that someone could tell the difference between these duplicates?"

"Yeah." Peter said, handing Norman a red computer chip, "This is from the duplicate Captain America we're holding at The Raft. Something to help you."

"It is helpful," Norman said, working his lie, "Still…it's going to take at least a week before I actually have something."

"You'll figure it out." Peter said, with an assuring smile, "You always do."

Norman faked his smile and shook Peter's hand.

"Will you be joining me and my family for dinner tonight?" Norman asked, "Emily's going to be making her special recipe of those Queens-based wheat cakes you love so much."

Peter chuckled. He always looked up to Norman Osborn as both an inspiration and a father figure. Peter had been good friends with Norman's son since Peter and Harry were kids, and somehow, the Osborns and Parkers (at least what remained of them now,) had managed to stay together even after everything that had happened.

"Maybe next time." Peter smiled.

Peter began to leave, but stopped. There was something bothering him about these alternate universe duplicates. Something he had to know an answer to.

"Norman…" Peter asked, "I know you're not an expert on alternate universes, but I want to hear your thoughts on this. These…duplicates…do you think…do you think there's a Mary Jane where they come from?"

Norman was quiet for a second. He could easily lie to Peter, and send him into that world with no way back, but that would be both immoral and would jeopardize the mission already underway. Instead, Norman decided to once again lie.

"There was only one Mary Jane, Peter." Norman said, "Even if there was another one in that universe, there's no way of knowing how different she would be from ours."

Peter sighed.

"You're probably right." He said, "Thanks for your advice, Norman."

With that, he left as Norman held the computer chip in his hand.

"Anytime, Peter." He said, "Anytime."

…...

_**The De-Commissioned SHIELD Helicarrier…**_

The Elevator stopped, and the group found themselves inside a large cave containing multiple computers.

"How did you manage to hide anything from Webs in here?" Wolverine asked.

"This place is filled with pheromones, Logan." Steve explained, working at one of the computer terminals, "Plus, the walls have a special substance that shift the dimensions of the contents inside it. Spider-Man couldn't find anything even if he came looking here."

"Sure went through a lot of trouble to hide this." Carol pointed out.

"Neutralizing Spider-Man was something S.H.I.E.L.D. or Fury could decide to do alone." Steve elaborated, "So Fury hid it inside here and made it so that it could be opened by sampling DNA from Spider-Man's closest allies."

"Our counterparts." Thor pointed out.

"With my Hawkeye and Black Widow dead, and the others backing Spider-Man's insanity, I had to look for other options. That's when I came across your universe." Steve explained, moving towards an area and motioning everyone to stand back.

They did so, and Steve pressed a button on his key gadget, that caused a red energy substance to start bubbling in front of them. Suddenly, a metal table rose from within and opened up to reveal six individual hand scanners.

"Everyone place your hands on a scanner." Steve told them.

Everyone quickly picked a spot and pressed their hands onto the scanners.

"Begin recognition." Steve declared.

The computer began doing that, and soon enough, the top of the metal table opened up to reveal a metal briefcase.

Steve opened the briefcase and found to his relief that The Infinity Gauntlet was still there along with all the gems.

"There we go." Steve said, "Now let's get out of here."

They began to leave when they heard an explosion from above. Steve quickly slid the case into the shadows, before going to see who it was.

Flying in from up above were none other than Regime Carol and Regime Thor. The displaced-world Avengers were quick to notice that this Thor was much different from his counterpart. He was older with a golden beard, and his chain metal allowed his arms to be exposed.

"You!" Thor declared.

"Let thy guard down and thou shalt perish at thy own hand!" The Regime Thor declared as the other Avengers began to gang up on him, leaving Hawkeye to deal with Regime Captain Marvel.

The Regime Carol flew in, but Clint lunged over her, and fired an arrow into her back which exploded, sending her to the ground.

Clint laughed as she got back up.

"Our Hawkeye was just as arrogant." She declared.

"And probably just as handsome." Clint winked at her.

**ROUND 3: HAWKEYE VS CAPTAIN MARVEL (Regime)-**

Carol fired a blast at Clint, but he managed to dodge and rolled out of the way.

He then fired an electric arrow at Carol, zapping her before she fell to the ground. Carol got back up and punched at him, knocking him back a bit. Carol then grabbed him by the neck, and took him up into the air, spinning around before tossing him back into the ground.

Clint got back up and rushed back in giving Carol a hard knock in the head with his crossbow. The blow sent her flying back and Clint did a backflip upon her return, firing off another arrow which exploded. Carol was knocked into the air again. This time, Clint went charging forward, and delivered a series of swift kicks to Carol's face. Finally, Clint lunged off the Regime Co-Leader, firing a zip-line arrow at her, and pulling himself in towards her before kicking off her chest.

Clint laughed as he watched Carol get up, and then fall back to the ground again.

"And another thing?" He asked, "Our Carol Danvers is way hotter than you are."

With that, he rushed back to where the other Avengers were dealing with Regime Thor.

Regime Thor swung his hammer, only to have Cap punch him with a hard upper-cut.

Hawkeye then fired a grappling-hook arrow, as Natasha fired her grappling hook. The Captain Marvel from their universe grabbed one leg and Wolverine lunged forward, stabbing his claw into Regime Thor's other foot, and began pulling down hard. Regime Thor yelled, and was soon forced down to the ground. As soon as he hit the ground, the Mainstream Thor swung his hammer into Regime Thor's face, knocking him out cold.

"It's over, Thor." Insurgency Steve declared.

Without warning, Regime Thor's Mjolnir sprang back into the Alternate Thunder God's hand, before he raised it up, electrocuting everybody in the process. Only the Mainstream Thor remained standing.

"And then there was only one." Regime Thor declared.

"Then let us settle the score then!" Mainstream Thor grinned.

The two Thors clashed at each other, each swinging their hammers into each other's, causing a massive shockwave. Both Thunder Gods were sent back, before flying back at each other head-first. The two gods soon were trying to strike each other with their hammer, only to have the other one block again. Finally, Regime Thor punched Mainstream Thor in the chest before whacking him across the face with his hammer.

Mainstream Thor simply laughed as he wiped away a trail of blood that had come from his mouth as a result of the blow.

"It appears that even with this capsule I ingested, that your version of Mjolnir seems much weaker as compared to mine." The Good Thor pointed out, "You're using something that was made on Midgard, rather than Asgard? Did joining this so-called Regime make you unworthy?"

"It matters not!" Thor's duplicate responded, "I slayed Odin during his Odinsleep. Therefore, I am now the rightful King of Asgard!"

"What?!" Mainstream Thor declared, horrified, "Then you have become no better than Loki! Have you learned nothing?!"

"On the contrary," Regime Thor declared, "The destruction of Spider-Man's Midgard home taught me that hard choices must be made. And that the governments of Earth cannot be trusted unless they are ruled by strong-willed leaders like himself."

"If you have learned nothing but that," Thor said, gripping Mjolnir tightly, "Then you shall taste the wrath of righteousness, duplicate!"

**ROUND 4: THOR VS THOR (Regime)-**

Mainstream Thor made the first hit by throwing out Mjolnir and having it hit his duplicate. The true hammer of power hit Thor's duplicate in the chest, causing him to fly back into the nearby wall. Thor zoomed in and slammed Mjolnir into his evil duplicate's head, knocking him back to the ground.

Thor was about to strike again, only to have his Regime counterpart deliver a swift uppercut, knocking Thor to the ground. The Mainstream Odinson was about to get back up, when his duplicate slammed his version of Mjolnir into Thor's chest, and causing a lightning bolt to zap him right there square and center of his body. Thor screamed before his duplicate took his hammer off and then kicked Thor to the other side of the room. Regime Thor went in for the kill, but mainstream Thor managed to block, and pushed his duplicate back a few feet.

"You will fall before my power!" Regime Thor said, holding his hammer forward.

"I guess my ego has gotten worst in this dimension." Mainstream Thor quips.

The two rocket towards each other again, both lashing out their hammers. Fortunately, Mainstream Thor managed to strike first, and his duplicate was sent flying back. Regime Thor got back up only to see Mainstream Thor's eyes glowing with booming blue electricity. Thor then unleashed a giant Thunderbolt which struck his regime self. Suddenly, Regime Thor felt himself lifted off the floor, and realized that he was in the center of a tornado that Mainstream Thor was creating with Mjolnir. Suddenly, Mainstream Thor swooped inside the tornado and grabbed his Regime-counterpart by the mouth, before taking him into the upper atmosphere of Earth. Thor then smashed his hammer into his evil duplicate's mouth. Then he did it a second time. Then a third. Finally, Thor let go and swung his hammer down bringing an almighty thunderbolt down over his Regime-Self. The bolt completely engulfed Regime Thor and sent him crashing back into the ground. Regime Thor tried to get up, but Mainstream Thor got there before he could and used a swift assault of kicks and punches to his duplicate's shoulders and kneecaps. Finally, Regime Thor went down.

"And let that be that!" Mainstream Thor smiled as the rest of the unconscious resistance team got back up.

Upon having his instincts kick in instantly, Insurgency Steve went over to the box containing the gauntlet and opened it. He frowned at what he saw inside. The gauntlet had been cracked, and the other gems looked badly damaged.

"Dammit." Steve cursed.

"Can you fix it?" Hawkeye asked.

"It'll take time." Steve said, "Something we don't have a luxury of right now. We'll never be able to finish it before they find us, even with Osborn's help."

"Then it looks like we're going to have to call in for reinforcements." Carol suggested.

Steve said nothing, and simply took the case back over to the elevator as the other Avengers followed him. It didn't take a mind-reader to realize that Steve was making some quick and brash decisions.

And that could possibly lead to the fall of the resistance.

**So there's our update. With our heroes now in possession of the Infinity Gauntlet, can they manage to repair the gems and glove in time? We'll find out next chapter when another big time Avenger takes the stage. Whom, may you ask? (Cue Black Sabbath's **_**Iron Man**_**.) That's right, next time we look to another founding Avenger; the genius-billionaire-playboy-philanthropist himself, Tony Stark AKA Iron Man! So get your AC/DC music waiting to pump yourselves up for the next chapter. See you then. **


	7. The Futurist and The Assassin

**Alright, everyone. Here we go! We're living easy, lovin free, season ticket on a one way ride. Sorry, I couldn't resist that one. Anyways, it's time for Tony Stark to take the stage. This is going to probably be the easiest chapter I've written since I am not only a fan of Robert Downey Jr's portrayal as the man in the iron suit since the first _Iron Man_ movie in 2008, but I also own many of the comics, not counting any of The Avengers comics I own, and I even have a Marvel Comic Trade Paperback book which includes a reprint of one of Tony's greatest and fiercest battles that is revisited later on in this story. I'll leave said story a surprise for all of you to find out, but most of you will probably know what I'm talking about. Also, I decided to combine Insurgency Taskmaster's story into here, just to give something extra. Anyways, as always, reviews are always appreciated. Oh, and I own NOTHING. This is for FAN Purposes only, so PLEASE don't sue. Other than that, enjoy.**

_**Stark Tower,**_

_**Earth-199999616…**_

"Tony?" Reed asked.

"Hm?"

"I almost forgot to ask," Reed elaborated, as he stretched his arm to bring forward another large scrap of metal, "Johnny still wants to know if you read his resume for joining The Avengers."

"I just don't get why he doesn't just walk up and ask?" Tony questioned.

"Johnny thinks he needs to earn it." Reed replied, "He thinks that if earns it, people will think he's quote-unquote 'cool' because he went in and got the spot all on his own."

"I don't know." Tony admitted, as he secured the metal Reed had brought with a torch blower, "I mean, we already have Steve on the team, and having two blonde men might seem kinda weird. Has he actually seen those creepy Mary-Sue-Gladstone girls who keep posting their daydream fanfics about marrying both him and Cap at the same time?"

"True." Reed said, as Tony finished, "All right, that should do it."

The scientists gathered looked at their achievement with pride. They had brought over the Negative Zone Portal, and had added a few different parts onto there. (Description here).

"We all set?" Hank asked.

"As set as we'll ever be." Tony said, as his armor flew onto him, "Let's crank it up."

With that, Tony pulled up a series of holograms as the portal opened. Inside, was what could only be described as a black hole which was condensed so that it could fit inside the portal.

"Aaaaannnndddd this is why I need to stop playing that Portal game, even though it's so addicting." Peter cracked, "Then again, these new independent original games are like Pokémon. You can't have one, you gotta catch em all."

He then turned to Reed.

"Uh…we're doing okay, right, Reed?" Peter asked.

"Yeah." Reed said, activating a remote-like device.

Suddenly, a crackle of blue energy came from inside the portal. Hank and Tony looked at a tablet that Hank was holding in one hand. Both were not happy.

"We've got their signature, but it's getting a bit unstable." Hank declared, "Tony! Shut it down!"

"It's okay!" Iron Man exclaimed, "I got this."

Unfortunately, a blue stream of energy zapped Tony as he suddenly disappeared.

…

_**The Insurgency Avengers HQ,**_

_**Earth-199999616b…**_

Tony finally caught his breath as he quickly checked his surroundings. He was no longer inside his rich penthouse that also served as the main operations for Earth's Mightiest Heroes, but instead he was inside some kind of underground cavern, meaning he accidently got sucked into that dimension.

"Wonderful." Tony said sarcastically, "Don't know whether to pat myself on the back, or kick myself in the a…"

He stopped when he heard two familiar voices. He followed the tunnel, making sure to keep quiet until he reached the corner where the other voices seemed to be emulating from just around that bend. Tony didn't even need to glance over. He knew these voices all too well, unfortunately.

"We'll be needing The Skull Clan for the final part of this." The voice of Norman Osborn spoke.

A voice huffed which Tony identified as that of Tony Masters AKA Taskmaster.

"They're too unpredictable. Disorganized. They need better training if we're going to take down Spider-Man."

"That's all I needed to hear." Tony said silently before turning the corner and firing a repulsor ray at them.

Taskmaster managed to push Osborn out of the way as the blast nearly missed them.

"I thought you said this place was secure!" Taskmaster yelled.

"Never mind that!" Norman declared, running away, "Just keep him busy!"

Taskmaster stepped up grinning.

"With pleasure." He said.

**Round 1: IRON MAN VS TASKMASTER (INSURGENCY)-**

With that, Taskmaster quickly sped through Tony, slicing part of his armor as he passed him. Iron Man groaned in pain, but recovered. Turning around, he fired a repulsor blast at Taskmaster which hit him in the face.

Taskmaster then fired an arrow at Stark which he blocked with a force-field and then he fired another beam hitting Taskmaster.

Taskmaster tried to get close to Tony, but when he finally got close enough, Tony leaped up, grabbing a overhead monitor, and smashing it right down on top of Taskmaster.

Taskmaster groaned as he tried to get back up, but Tony quickly spun around, and kicked Taskmaster in the chest, sending him crashing into a computer a few inches away from them, where he bounced off it and into the ground.

Tony tried to punch him, but Taskmaster blocked it and pushed Iron Man back away from hm.

"Gonna take you down, rich boy!" Taskmaster declared.

"You're going down." Tony responded.

With that, the two clashed at each other. Tony was able to strike first, and Taskmaster was sent flying backwards. Before Taskmaster could recover, Tony suddenly flew into Taskmaster, punching him right in the face.

Iron Man then held Taskmaster's shoulder, and activated his repulsor rays, causing Taskmaster to yell in pain. With his free hand, Tony then punched Taskmaster in the chest and sent him flying back.

"I think it's time to introduce you to one of my new friends I made today." Tony quipped, "I call her…Pepper."

Taskmaster was confused. Stark didn't talk about Potts that much since the New World Order came to power.

Suddenly, a compartment opened up from Tony's right shoulder and a rocket launcher appeared.

"Say 'Hello,' Pepper." Tony smiled.

With that, he fired the rocket and it hit Taskmaster which exploded on impact. Surprisingly, he was still standing, but his clothes were torn and he was only able to stand for a few seconds before falling to the ground.

"Nice." Tony quipped, "Wish Cap could see me now."

Suddenly, he heard a familiar clunking noise and groaned.

"Oh, god. Not this again." He sighed.

He turned, expecting to see Norman in the Iron Patriot suit once more, but to his surprise, it was not the case.

Norman was wearing a stolen version of Tony's Iron Man Armor, but this wasn't one which was made to look like the American Flag at all. Instead, the armor was painted Green and purple, obviously invoking his persona as The Green Goblin. Tony also noticed that the ears on the armor had been extended to resemble the goblin ears on Osborn's Goblin Costume. Additionally, the Chest piece of the suit had been refitted to look like a smiling Jack-O-Lantern.

"What do you think, Stark?" Norman asked, "Like yours, only better."

"It's the man who's driving the machine that counts, Osborn." Tony declared, "Not the machine."

**ROUND 2: IRON MAN VS IRON GOBLIN (INSURGENCY)- **

Both iron-clad fighters punched each other in the face, knocking the both of them out. Tony got up first and fired a repulsor ray in Norman's face. Norman tried to get back up, but Tony was able to kick him back into the computer to the right of them, and upon Norman's return bounce, Tony was able to grab Norman and throw him to the other side of the room where he noticed a robotic arm and laser was working on melding a sort-of battle armor not unlike what Tony had seen from when Norman tried to make his own son into 'American Son' during his Dark Reign.

And just like that, Tony knew what to do.

Quickly moving by the laser, Tony grabbed it and redirected it so that it hit Norman straight in the chest. Tony then sped towards the former Green Goblin and punched him straight in the face so hard, it sent him crashing through a vent that lead to an assembly room that was mass-producing all of the armor that the laser was working on the other side. Norman tried to get up, only to have a giant metal block slam into his body, sending him back down. The conveyer belt that Norman found himself on move forward before he was crushed again by another metal block. Finally, the conveyer belt Norman was on flipped sideways, sending him flying before a robotic arm swung around and knocking him to the right, smashing him through several of the armors hanging in front of him, and through another vent which lead to the Insurgency Avenger's vehicle room, were a series of cars were parked on display.

Tony arrived and grabbed one of these cars, smashing it into Osborn.

Tony went in to give another punch, but Norman blocked it and pushed him back.

"You don't understand, Stark!" Norman declared.

"I understand you're out of prison and need to be put back there." Tony quipped.

The two Iron Fighters clashed, Tony hitting Norman in the face first, and sending him flying back. Tony went forward and punched him, sending him through another vent. However, this one lead to a furnace which began to burn the armor making Norman scream in pain. Suddenly, the furnace exploded upon sensing Norman, sending him flying through the wall, and into the Insurgency Meeting Room. Norman tried to get up, but fell to the ground again as Tony looked at the fallen villain.

"Wardrobe Malfunction." Tony said.

"At ease, Stark." A voice called.

Tony looked up to see the figures of Cap, Agent Coulson of SHIELD (whom had joined not-so-long ago with Nick Fury's long-hidden son), and Tony's fellow missing Avengers approaching him. However, Tony suddenly realized this Captain America was different in that he seemed older, and his costume was battle-worn.

"Steve?" Tony asked.

"Welcome to Oz, Tin-Man." Hawkeye quipped, while the others helped Osborn and Taskmaster up.

"What happened?" Tony questioned.

"It's a long story." Steve admitted.

…

_**Meanwhile,**_

_**The De-Commissioned SHIELD Helicarrier…**_

Peter approached Carol. She had called him a while ago, saying that they had a break-in to the Helicarrier and that the Insurgency, along with the duplicates, had stolen something from the Helicarrier. Although what they stole specifically, Carol was unsure of, since she and Thor were knocked out before either could learn what was inside.

"Cap took a big risk coming back here." Carol told Peter as he approached, "What could he have been after, you think?"

Peter was about to give his thoughts, when suddenly, he groaned in pain and fell to the ground.

"Peter!" Carol said, running over and catching him before he fell.

Peter groaned and wiped something off his foot. It was a light blue rock powder. It seemed harmless, but Peter's Spider-Sense was screaming at him. And for good reason. Peter had seen this only once before during an incident with the power-hungry Thanos. Thanos had been killed when he tried to invade Earth, and despite Thanos not having the item Peter had feared he had then, Peter now knew who possessed it, and knew that he had to stop them as soon as possible.

"I need to flush them out." Peter said, angrily, "Now."

….

_**Soon,**_

_**The Insurgency HQ…**_

Tony took a deep breath as Agent Coulson finished recapping the events of what was going on to him. It was hard enough to realize that this Tony had done so much on this world.

Hell, in this world, Tony had managed to come up with freaking Star Trek-styled Teleportation! Tony had watched The Original Series as a kid and made a list of things he wanted to do based on the show when he was older. #2 was building a transporter, with #1 being using the charms from the then-young and handsome William Shatner to sleep with green-skinned women.

Of course, this wasn't a fantasy that Tony was living in as apparently five years before on this Earth, The Red Skull managed to trick Peter into killing his wife and unborn daughter, while simultaneously activating a nuke in Peter's hometown killing millions of people there. The Tony Stark of this world had become distraught, especially since this world's Pepper Potts was among the many to have died in that explosion. Tony was told she was hosting a Stark Charity program in the area when the bomb detonated, and due to her death, Tony's counterpart joined up with Peter thinking things could be better if they were enforcing the world again.

Other heroes had come together led by this universe's Cap to try and stop Peter's regime, but he slaughtered almost all resistance, until the only ones left opposing him were Steve, Coulson, and this universe's Norman Osborn, who was secretly funding the Insurgency while working as a spy on Peter's so-called 'Regime.'

Tony was told that this universe's Cap was responsible for the transport, as he needed these Avenger's DNA to unlock a hidden final plan by Nick Fury; The Infinity Gauntlet. Unfortunately, the gauntlet had been damaged and they needed to make repairs and quickly.

"Fine." Tony sighed, "Let's rev-up your transporter and get back to our dimension. We'll fix it up and come back with reinforcements."

"There's no time." The Insurgency Steve said, approaching the computer table and pulling up a screen. Instantly, an image of Peter Parker appeared, standing before a crowd. He was dressed in a tux and tie, and had a look of pure evil in his eyes. Behind him was a banner with a pattern of Peter's regime on him, and on his left and right side were Captain Marvel and The Hulk respectively.

This was hurting Tony the most. Tony always thought of Peter as a son, as Peter always showed much potential for good. Even when they had their differences Tony couldn't help but respect Peter's choices the same way he respected Cap's. But seeing Peter like this, seeing what he could become if led down the wrong path…it actually scared Tony.

"Five years ago," Regime Peter spoke, "A tragic event cost the lives of millions of people. Overwhelmed by the part he played in the deaths of these people, one of our own turned against us. He was driven mad and became an agent of chaos, striking us from the shadows and upsetting our world peace. But no longer. The leader of the Avengers Insurgency will pay for his crimes."

"Oh, I don't like this." Hawkeye groaned, worriedly.

"At 6:15 local time," Peter continued, "Steven Rogers, the hero known as Captain America, will be executed on The Raft."

He paused and looked out into the cameras with a glare in his eyes.

"May gods have mercy on his soul." He finished.

Insurgency Steve turned the video off.

"Getting help will have to wait." He explained, "Rescuing your Captain America just became our main goal."

"It's a trap, though." Wolverine pointed out.

"Then we'll have to be sneaky." Tony suggested.

"Sneaky, how?" Hawkeye asked.

"You told me that this new Helicarrier Peter has uses a transporter, right?" Tony asked Norman.

"Yes," He said, pulling up some schematics of The Raft, "However, The Raft contains teleportation dampeners."

Tony looked closely before speaking.

"But they only cover the inside of the building." Tony pointed out, "You just have to get Captain America outside of The Raft."

"Straight through a brick wall." Hawkeye said, "Okay, I'm game."

"You'll need a distraction to keep Spider-Man occupied." Taskmaster pointed out.

"Leave that to me." Logan smiled, "I bumped into a few people at my counterpart's school who I know would love nothing more than to hit stuff."

"I'll take the teleporter." Tony said, "I'm the most qualified person to use it. And…"

Everyone watched as his image suddenly changed into the armor of his counterpart.

"I can easily infiltrate their ranks." He concluded, "That's my new hologram imagery, by the way. Case any of you were wondering."

"I'm going with you." Taskmaster said, standing next to him.

"You and me working together?" Tony asked, "Not a chance."

"The only way to access the main teleporter is through Stark Tower." Norman said, "A frontal attack would be spotted from miles away."

"And if your cover's blown, you need someone to shadow you." Insurgency Steve explained.

Tony looked at the table defeated.

"I'm not asking for your permission." Taskmaster admitted.

"But you will follow my orders." Tony pointed out.

…...

_**Soon,**_

_**Stark Tower…**_

Surprisingly, there were no real superheroes around Stark Tower. Tony and Taskmaster managed to get in through the underground sewers which Tony knew would lead them into Stark Tower from below. After disabling the security systems through the entrances, the two ascended until they were inside the control room for the teleporter.

"You sure you can get us there?" Taskmaster asked.

"Watch me." Tony said, as he and Taskmaster got to work, "Just reroute the power like we talked about. After that, make sure you…"

"This isn't my first rodeo," Taskmaster interjected, "I know the plan."

"Then stick to it." Tony shot back.

As he continued entering the codes, Taskmaster looked back at him, a bit of an assuring look on his face.

"Look," He said, "Whatever history you and I may have had with our counterparts, you and I have none."

"I downloaded your files and history." Tony responded, "You've tried to kill this world's Avengers."

"Yeah," Taskmaster admitted, "But only a few times."

"Then you'll forgive me if I seem pissy." Tony said.

With that, he finished the codes.

"Meet you by the teleporter in 15 minutes." He told him.

Taskmaster gave a mock-salute as Tony left.

Soon, Tony was in the main lounge by the teleporter. The machine was huge, and did resemble the ones on Star Trek, except this one didn't need to be placed by a wall, and had some kind of spinning propeller on the top. Tony began to work on the controls, when suddenly, the propellers started humming and the sound of a materialization could be heard.

"Not now." Tony said softly.

He had hoped that they would be free long enough for the others to make their move, but now he had to act like nothing was wrong and keep them distracted from what he was up to.

Tony just continued working at the controls, and then saw the person who had teleported in was none other than The Black Cat. She was now wearing a completely-black-latex body-suit and tail attached right above her buttocks. Tony suddenly realized the tail was actually a whip with a metal claw at the end. Black Cat's hair had also been tied into a pony-tail, while her face had become covered in a black body mask that only left her eyes, nose, and mouth exposed.

Felicia walked past Tony without a second glance.

"Hey, Stark." Felicia greeted.

"Yo." Tony replied.

Felicia stopped and turned back to him.

"You okay?" Felicia asked, "You sick or something?"

"Uh…" Tony said, "No."

"Good. We're still on for tonight?"

"Sorry." Tony lied, "Gotta cancel. New orders came in from Spider-Man."

Felicia turned him around so that she could press her hands against his armor's chest.

"Since when has that stopped you?" She winked, in a seductive voice.

Tony grinned, trying to play along with this for now.

"Yeah." He said, "We've…we've had some wild times, haven't we?"

Felicia pulled him in and said three words.

"No, we haven't…"

Suddenly, she placed a tiny EMP device onto his mask and Tony's holographic outline reverted back to his real Iron Man Armor.

"You're one of them."

With that, Felicia threw Tony over her shoulder and readied herself.

"Let's see if I can find your 'Off-Button.'" She grinned.

**ROUND 3: IRON MAN VS BLACK CAT (REGIME)-**

Felicia went up to strike at Stark, but Stark quickly gave her two kicks to her stomach, sending her into the air. Stark moved in for another attack, but Felicia grabbed him by the chest and shoved two of her cat claws into his suit, piercing his body. Stark screamed in pain as Felicia withdrew her finders and then slashed at his face before giving a flip-kick into Stark's chin. Iron Man got back up and kneed Black Cat in her chin, and then gave an elbow blow to her back, sending her down to the ground. Tony then delivered a series of punches to her before Felicia countered with a block and pushed her back.

"This is better than that night I spent at Hugh Hefner's place with Miss California." Tony joked.

"I'm gonna enjoy taking you down." Felicia retorted.

The two clashed, and Tony managed to get the first hit, pushing Felicia back again. Tony rushed up towards her, but this time, Felicia was ready. She slashed Tony's faceplate, temporarily blinding him. She then kicked him up into the air, taking her whip out and cracking it. She then caught Tony by the neck with her whip, and slammed him head-first into the ground. She then jumped onto Iron Man, straddling his neck and clawed her opponent's face twice. She then back flipped and slammed Tony to the ground with her legs.

Tony got back up as Felicia came at him, but this time, Tony managed to spin around and trip her, before firing a series of repulsor rays and punches to the cat burglar until Felicia finally went down. Tony looked over his work proudly.

"I'm still very turned on." Tony said, admiringly, as he went back to the teleporter, "Now, maybe I can get some codes to the teleporter so that I can…"

Suddenly, Tony's feet were frozen. Tony gasped confused as he tried to move. It wasn't any good. Bringing up a status hologram, Tony suddenly realized that his armor had been shut down remotely.

It was then that Tony smelled it. Even through his armor, Tony could smell the all-too intoxicating scent of alcohol and Tony didn't need to know who it came from.

"Don't worry." Tony's duplicate said, "If you can smell booze on my breath, it's only Vodka."

Tony's duplicate then opened a communications link.

"Stark to all Regime Forces," Regime Iron Man declared, "I've found a duplicate of me here."

"Understood." Carol's voice called, "We'll send reinforcements. Danvers out."

….

_**Meanwhile,**_

_**The Insurgency Base…**_

"Impressive." Norman said, as Carol removed her headpiece having diverted Regime Iron Man's signal from reaching the Regime, "Did you learn that one from the first time The Avengers got together?"

"Yes and no." Carol stated, "Yes in that that's how we managed to get the signal diverted. The way we came up with having me pose as my counterpart is…well, through you…"

Norman looked confused as Black Widow elaborated.

"Something our universes Osborn did during his Dark Reign."

"I see." Norman said, rubbing his chin.

"Anyways," Carol said, "We're heading out to join the others now."

"Go then." Norman replied.

They left as Norman had something else on his mind.

…

_**Stark Tower…**_

Tony brought up some holograms of his duplicate's suit, as his duplicate did the same for him.

"Don't mind me." Regime Iron Man chuckled, "I'm just hacking your suit's hardware."

"How about I return the favor?" Iron Man replied.

The two Iron-Suited men kept working with their holograms. They were working faster than either had done before. Constantly trying to learn and make 'adjustments' to the other's armor while trying to block or undo any the other Iron Man was attempting to cause. Finally, the two men were hit with a surge of energy which freed them both. The two Iron Men backed away before Tony faced his alternate counterpart.

"For real." Tony said, "Like men."

"Fine by me," Regime Tony declared, "Just one thing…J.A.R.V.I.S.!"

"Yes, sir?" The A.I. voice of Tony's butler asked through the speakers.

"Give me a phat beat to beat myself to." Regime Tony laughed, clearly drunk.

With that, a remix began playing from the speakers which Tony recognized as being a mash-up of Queen's _Another One Bites the Dust_, Rob Base and DJ E-Z Rock's _It Takes Two_, and _Robot Rock_ from Daft Punk. Regime Tony then made a drunken pretend stance, moving around like he was pretending to be Muhammad Ali.

"Okay," Tony said, "You are going down because you're making me even more embarrassed about how I used to drink. And I've been in an AA meeting with Mel Gibson and Mike Tyson."

**ROUND 4: IRON MAN VS IRON MAN (REGIME)-**

Tony began with a quick punch to his other-self's face, who was unable to block it as his drinking had made him a little-less coordinated. Regime Tony was sent back, and bounced forward again with his repulsor boots. He grabbed a nearby statue, attempting to smash it into the mainstream Iron Man's face, but was stopped when the good Iron Man punched him causing Regime Tony to drop the statue. Tony then kneed his Regime counterpart upwards before he fell at hit the ground.

Tony went to deliver a punch to the gut, but Regime Iron Man grabbed Tony and grinned.

"Got you now." He laughed, slamming his repulsor-charged hand into Tony's chest and unleashing it on him.

Tony screamed in pain before his Regime self knocked him back. He went in for another kill, but Tony caught him by the shoulder and used the same technique on him sending his duplicate back as well. Tony went in to punch Regime Iron Man, but the drunken Stark managed to unleash a series of swift punches before knocking the non-boozing Tony to the ground.

Iron Man then tried to punch and kick at his duplicate, but every time he tried, his duplicate just managed to block over and over again. Finally, Iron Man let out a repulsor beam to his other-self's chest, sending him flying backwards. Tony then went to work on delivering a series of quick blows as he wailed away on Regime Iron Man. Eventually, Regime Stark was able to regain consciousness before blocking the mainstream Stark back and preparing to clash.

"YOU'RE TOO DRUNK TO WEAR THIS!" Tony declared.

"Are you my mummy?" Regime Tony asked in a drunk voice.

The two clashed with Mainstream Tony winning the clash and then delivering another series of quick blows to the Regime Iron Man until he finally fell to his knees and collapsed on the ground unconscious.

"Go sober up." Tony said triumphantly looking over the armor, "And J.A.R.V.I.S., shut this thing off."

"Yes sir." J.A.R.V.I.S. said as the music finally stopped.

"That's definitely not a good look for me." He noted, "Plus I prefer a little Black Sabbath every now and then."

"Damn." Taskmaster said, looking over the unconscious bodies, "You beat me to him."

"Another contract lost?" Tony asked.

"This was personal."

"Didn't think anything was personal with you." Tony said.

"He made it personal when he allowed his technology to be used to hunt and torture me." Taskmaster explained.

"Let's go." Tony said, entering the coordinates into the teleporter.

The two stepped in and within a second, the two were turned incorporeal before leaving in a brilliant flash of light.

_**The Regime Helicarrier… **_

The two were soon teleported into a lone room which contained a small computer and a door bearing the Regime Logo on it. Taskmaster stepped forward, keeping his eyes open and his gun ready, while Tony worked at the nearby computer.

"Done." Tony smiled, "Got control of the Helicarrier."

"It can't be that easy…" Taskmaster pointed out.

"When your universe's Iron Man tried to hack me, he exposed his security protocols." Tony assured.

"You stole it from him." Taskmaster said, surprised, "I'm actually beginning to like you."

Taskmaster took a few steps forward before Tony realized he was venturing out.

"Where are you going?" Tony asked, "The plan was to…"

"I won't be long." Taskmaster said with an assuring grin, "Trust me. I'll be back."

With that, he left as Tony grumbled furiously. He needed to be here now to keep an eye out and still communicate with Cap from a place where they could be ready to leave at any time.

He just hoped Taskmaster wasn't doing anything crazy.

….

_**Soon…**_

Taskmaster grinned as he stood hidden in the shadows. There were only two 'heroes' available now. Scarlet Witch and Red Hulk. These two would be easy to take out now that Taskmaster had a few new extra tricks up his sleeve.

"I don't know." Red Hulk admitted as Taskmaster began to quietly lay his trap out, "If he said it was good enough for the world, it was good enough for me."

"I feel that this conversation should be going the other way around." Scarlet Witch replied, shutting him out.

"Come on, Witch," Red Hulk declared, "You know what I'm talking about."

He knew that Wanda Maximoff had become colder in recent years, but it was always creepy how she always seemed to ignore him. Red Hulk sighed as he continued.

"It made sense at first." Red Hulk recalled, "Bad people got what they deserved. But now…it's going too far."

"Look," Wanda said, sternly, "If you're afraid that Spider-Man's gonna kill that other Captain America, don't be. We all know he's just bait. To catch OUR Captain America."

"And then what?" Red Hulk questioned, "Remember what he did to the others? To Barton?"

Wanda remained emotionless, but Red Hulk swore he could've seen a twitch on the right side of her lips. However, Wanda suddenly then showed an expression. One of confusion as she looked at the holographic schematics.

"Something's not right." She pointed out, "The teleporter's offline."

"Somewhere you need to be?" Taskmaster said sarcastically, as he stepped out from the shadows.

"How did you…?" Wanda questioned before she ran at him. However, she failed to notice the motion bomb beneath her feet which exploded, sending Wanda into the way of another mine which exploded and sent her down the crater in the floor. Red Hulk rushed at Taskmaster, only to have another bomb above his own head explode, and send him crashing to the floor below, which was the hangar bay.

Taskmaster jumped down and looked at Red Hulk who was beginning to get back up, but still clearly dazed.

"You're gonna lose, 'hero.'" Taskmaster grinned.

**ROUND 5: TASKMASTER (INSURGENCEY) VS RED HULK (REGIME)-**

Red Hulk began by running past Taskmaster with his arm out. The Arm hit Taskmaster in the face, causing him to fall to the ground. Red Hulk then prepared to rush him again, but Taskmaster kicked back with his foot, sending Red Hulk into the air, and then unloaded with twin uzi guns before Red Hulk fell to the ground. Taskmaster put his guns away as Red Hulk got back up and then Taskmaster took out a minigun rifle and repeatedly shot Red Hulk again.

Red Hulk then grabbed Taskmaster and slammed him to the ground with his body. In return, Taskmaster got back up and headbutted Red Hulk in the nose before shooting him in the chest with a shotgun.

Red Hulk got back up only for Taskmaster to swing his sword at him again, knocking him backwards. He landed near a button which had a bunch of Regime planes behind it. Swinging his sword again, Taskmaster hit Red Hulk so hard in the chest that it caused him to go smashing through the planes until he fell over the side of a cliff, as the final plane began falling after him. Red Hulk landed on a vent and looked up to see the plane falling at him. There was no time to react as Red Hulk was pounded by the plane, sending him another floor below and into the main generator of the Helicarrier; The Arc 3.0, designed by Tony Stark which served at the main source of the Helicarrier. This version was similar to the one which used to keep his heart alive when he had that shrapnel in there, but this version was virtually indestructible even with Red Hulk inside it, taking a major pounding from the energy waves. The arc then pushed Red Hulk out as he landed on a catwalk a few feet away, and Taskmaster arrived to finish the job.

Taskmaster got into a crouching position and sliced Red Hulk along the face with his sword. He then threw the sword into the air and continually fired at the giant red behemoth with twin handguns. Finally, Taskmaster charged away from Red Hulk, leaping into the air, and kicking his falling sword into Red Hulk before finally finishing with another barrage of twin sub-machine guns. Red Hulk got up only to fall to the ground defeated.

Taskmaster smirked as he took his sword out.

"Still just an idiot." He said, as he overlooked the Arc 3.0 and the computer terminal on the catwalk.

"It's payback time." He said.

….

_**Meanwhile…**_

Up above, Wanda Maximoff groaned, rubbing her throbbing head. She looked at the destruction caused and suddenly remembered.

"Taskmaster." She declared running to the nearest elevator.

….

_**Soon…**_

Wanda got off the elevator to see Taskmaster was fiddling around with the controls to the Arc 3.0.

She raced up to him and grabbed his hand after he had pushed another button.

"Stop what you're doing!" She demanded.

Taskmaster smirked at her as red alarm began flashing accompanied by a warning buzz which filled the area.

"It's not what I'm doing." Taskmaster explained, head butting her and pushing her away, "It's what I've done."

**ROUND 6: TASKMASTER (INSURGENCY) VS SCARLET WITCH (REGIME)-**

Taskmaster began first by knocking Maximoff in the face with his sword she bounced off a nearby robot servant and back towards the assassin who kicked her in the chest, causing her to fall to the ground. He then took out his shield and managed to block some punches from her before grabbing her shoulder with one arm, and slamming tow arrows into her chest with the other.

Wanda screamed in pain as Taskmaster forced her hand behind her back and kicked her from behind, sending her flying forward into the ground. Wanda got back up only to have Taskmaster repeatedly knock her in the head with the butt of his sword repeatedly before knocking her back a little bit.

Wanda got back up and managed to get a few punches in on him, before he kicked her, sending her into the computer terminal where she bounced off and back onto the catwalk again. The computer terminal was now damaged, as the impact had cracked the screen, and caused it to slide to the right a little.

Taskmaster then delivered a series of quick blows before head butting her and shooting her in the chest as he had done with Red Hulk. He then did a flying spin with his sword which sliced across Maximoff's chest. Taskmaster then prepared to hit him again, but Scarlet Witch blocked and pushed him back.

"Thought you were a pacifist." Taskmaster asked, readying his sword.

"Bold words are for the weak!" Wanda said.

The two clashed with Taskmaster striking first and then sending her back. He then delivered a series of blows before finally taking her down. Wanda fell to her knees and then fell to the ground unconscious.

"Finale's coming up." Taskmaster grinned, "And you got a front-row seat."

….

_**Soon…**_

As Taskmaster returned, he could see the good Stark wasn't looking so good right now.

"What the hell did you do, Taskmaster?!" Tony demanded, "The reactor's gone critical!"

"First rule of warfare;" Taskmaster explained, "Take out command and control. This Helicarrier is the key to Spider-Man's regime."

"Dammit!" Tony swore, "You've jeopardized the whole mission!"

"Spider-Man's my priority." Taskmaster explained, "Not your Captain America."

Tony quickly opened up another communication link.

"Tony to Steve," Tony declared, "We got control of the Helicarrier, but we got a problem; the reactor's gonna blow."

"Can you stop it?" The Insurgency Captain America's voice asked over the link.

Tony turned to Taskmaster who shook his head from side to side.

"Can't." Tony said, "It's impossible to fix. You have ninety minutes at best."

"We're almost in position." Insurgency Steve assured, "You just do your part, Tony. Captain America out."

With that, he hung up as Tony continued working.

Suddenly, a holographic image of the Insurgency Norman Osborn showed up from the computer which he was working on.

"Good work, Gentlemen." Norman congratulated.

"Got my hands full here, Osborn." Iron Man said, clearly annoyed, "What do you want?"

"I need to borrow Taskmaster." Norman explained, as Taskmaster raised an eyebrow, "I've discovered that Cape Canaveral has technology which might allow me to re-energize the Infinity Gauntlet."

"Does Cap know about this?" Tony asked.

"No," Norman said, with regret clear in his voice, "He would have insisted on using the weapon himself. I need to be the one to do it."

Tony looked at Norman surprised as Norman continued.

"Captain America is the face of the Insurgency." Norman said, strongly, "If he dies. It dies with him. Someone else needs to take the shot against Spider-Man. I might as well be the one."

"Norman Osborn risking his life to save Captain America." Tony said actually impressed, "I want to believe it."

"Send me the coordinates and information on what you need." Taskmaster agreed.

….

_**Meanwhile,**_

_**the New York Sewers…**_

Hawkeye had to admit that he never liked whenever somebody had to use the sewers. But he and Black Widow couldn't argue as they were racing with Insurgency Captain America to save their own Steve.

The Insurgency leader pushed the communications link button in his helmet as he gave a command.

"Sinthea." Steve said, "Get your people into position. Occupy any law enforcement you can.

"Yes sir, Captain." Sin's voice responded, "I'm on it.

…

_**Meanwhile,**_

_**The Insurgency's New Jersey Base…**_

Johann Shmidt now made a vow. He would not leave this reality until he killed this world's Sin. She was nothing as he thought she was. He had assumed her to have fully embraced her destiny as his daughter and successor, but it turned out she was just a sniveling little girl taking orders from Captain America, and his 'followers' were okay with that. Even with him being locked up in this cell.

Finally, there was a clicking sound as he noticed that Sin had unlocked the door.

The Skull stepped out, as Sin looked at the floor, not able to look him in the eye.

"He's gonna kill me." She whispered.

"I'd worry less about him." The Skull replied, bringing his daughter's chin up to look at him, "Let's go."

With that, he began walking away, not noticing the glare his daughter was giving him.

…

_**STARK Tower,**_

_**Earth-199999616…**_

Hank, Reed, Bruce, and Peter were continuing to try and fix the teleportation machine but one thing was clear.

"I don't know if we're gonna be able to do this, guys." Bruce admitted, "Parts of the machine we made were designed to function with Stark's Iron Man armor technology.

"We have to keep trying." Peter admitted, "This might be their only way home.

….

_**Cape Canaveral**_

_**Earth-19999916b…**_

Carol Danvers approached the figure of The Abomination.

"Make this quick." Carol said, sternly, "I'm wanted at The Raft."

The Abomination motioned to a nearby computer.

"I've discovered anomalies." He declared, showing her a map of Manhattan which was covered in some areas with an infra-red-like color.

"Like tears in the fabric of space-time." Carol finished, "I got your message, get to the point."

Abomination pointed to an area on the map.

"I think this has been the main source of the transfers." He said.

"The Insurgents?" Carol asked.

"It's just a theory." Abomination admitted.

"Spider-Man doesn't WANT theories." Carol shot at him, "He wants FACTS. Why did you bring this to me?!"

Abomination was silent as Carol gave a heavy sigh of annoyance.

"Send your 'theories' to Stark." She told him, "He can confirm them faster than anyone.

Abomination did so, unaware of a sudden punching sound behind him.

"Done." He said, "Is there anything…"

He turned around to see Taskmaster, standing over Carol who was now handcuffed.

"Nice detective work." He said sarcastically, "But you're too late."

**ROUND 7: TASKMASTER (INSURGENCY) VS ABOMINATION (REGIME)-**

Abomination lunged forward at Taskmaster, who jumped back, dodging the Gamma-Monster. He then took out a shotgun, but Abomination dodged that one as well. Taskmaster landed as Abomination finally managed to knee him in the face.

However, Taskmaster lunged forward, swinging his sword around and repeatedly slashing Abomination. Taskmaster then jumped back and took out a minigun, repeatedly shooting Abomination in the chest. He then attempted to shoot him again, but Abomination dodged and ran back up to him, knocking him to the ground with a punch.

Taskmaster managed to get back up and jumped into the air doing another spin with his sword and slicing Abomination again. Taskmaster was then knocked down by an elbow to the face by Abomination. In response, Taskmaster swung his leg around, knocking Abomination to the ground. The two got back up and Taskmaster grabbed Abomination by the shoulder, slugging him hard in the chest, and then shooting him point-blank with a shotgun. The blast sent him back, and Taskmaster threw a series of grenades at the gamma beast. He then fired two shots from his machine gun, both of which pierced the beast.

The assassin went in for the kill, but Abomination blocked and sent him back a few inches.

"Gonna kill you." Abomination declared.

"Big and Stupid." Taskmaster cracked, readying his sword.

The two clashed and Taskmaster won, sending Abomination back. He then delivered a series of quick blows and punches until The Abomination finally fell to his knees, exhausted and defeated.

"Too easy." Taskmaster declared, "Your tactics are one-dimensional."

"Yes." Carol's voice called from behind him, "They are."

Taskmaster looked behind him to see that Carol had broken free from the restraints.

"I knew that wouldn't hold you for long." He said.

He then took out a handgun and unloaded on her. Carol blocked all of them with a series of energy beams before she sent one out that knocked the gun out of Taskmaster's hand.

"You were offered amnesty, Masters." Carol declared, "You should've taken it."

"And miss my chance to battle Spider-Man's rebound girl?" Taskmaster asked with a smirk.

"How dare you?!" The Regime Co-Leader declared, "I'm a Skrull now!"

With that, she morphed her hand so that it was larger, and swung away. However, Taskmaster dodged this by rolling under and stabbing her arm bellow, causing Carol to yell in pain.

"A race that's as obsolete as the Kree that you abandoned." Taskmaster said,as he brought the sword out, as Carol's hand returned to normal, "Give me a real challenge. Impress me."

**ROUND 8: TASKMASTER (INSURGENCY) VS CAPTAIN MARVEL (REGIME)-**

Carol zoomed in to punch him but Taskmaster punched her in the gut and spun around and kicked her in the same area, sending her back a little bit. He then lunged forward, spinning his sword as he sliced Danvers across the body.

Captain Marvel attempted to hit him, but Taskmaster took out his minigun, and repeatedly shot her in the chest. Carol recovered only for Taskmaster to throw his shield at her. The Shield hit her and she stumbled back, as Taskmaster shot her again. Taskmaster took this opportunity of her being dazed to swing away with his sword which knocked Danvers back a bit.

He then knocked her in the face with the butt of his shotgun. Carol punched him, but he responded with another sword lunge which sliced her once more. Captain Marvel then grabbed a nearby lone air fighter missile and slammed it into Taskmaster, sending him flying back a few feet. Taskmaster got up and shot her again, only to have Carol pick him up by the throat and slam him down into the ground again.

Taskmaster pulled back his sword and knocked her back again. He then delivered a series of kicks and punches before Carol got back up again, and blocked him, pushing him back a bit.

"Are you sure all that time with Spider-Man hasn't dulled your reflexes?" Taskmaster smirked as he readied his weapon.

"I'll rip your head off, scum." Captain Marvel shot back, her hands beginning to glow with energy.

With that, the two charged at each other. Taskmaster managed to get the first hit, and sent Carol back a few inches. He then delivered another series of blows, punches, and kicks, until Carol finally knelt over in exhaustion.

"I'm not impressed." Taskmaster declared.

With that done, he then went into the room that Osborn said contained the parts he needed.

Once inside, he saw various military equipment, but at the center of the room was the thing Osborn had requested. It was a small rocket launcher that looked as if it could go inside an Iron Man Armor. Along with it was a black substance material which was the same kind that Fury had used to hide the Infinity Gauntlet inside the helicarrier all those years ago.

"Taskmaster to Iron Man." Taskmaster said through the communications link, "I got the package. You figure out how to use the main teleporter yet?"

"Yup." The good Iron Man's voice replied, "Now I can easily teleport you anywhere without you having to be on a portal."

"Good." Taskmaster said, "Then send me to Osborn."

….

_**The Regime Hellicarrier…**_

"Hope it was worth it." Stark muttered, finishing the transport.

Now that Stark was able to control the main helicarrier, he would have to make sure to teleport everyone else off before the thing exploded. Stark then opened one more teleportation link to make sure that the others were all prepared.

"Cap?" He asked, "Are you ready? We're down to forty-five minutes."

….

_**The Sewers beneath The Raft…**_

The Insurgency Cap looked at the other world's version of Clint and Natasha seriously. They had come to the ladder which would lead them directly inside The Raft. He was letting them know that this was the point of no turning back, and that things would indeed be ugly in there.

The both of them nodded, letting them know they were with him all the way.

Taking a deep breath, Steve gave the word.

"We're in position." The Insurgency Leader said to the rest of his team, through a shared communications link, "Commence assault."

**And so begins the breakout of the Mainstream Universe's Captain America. Can the Insurgency succeed? Who is protecting Cap? And just what is Osborn about to do? These questions will be revealed next time, so stick around as Insurgency Steve along with Mainstream Wolverine, Captain Marvel, Black Widow, and Hawkeye commence their assault on The Raft to save Mainstream Steve.**

**Oh, and on the off-chance that anybody is looking to be the next Dan Slott and noticed the 'Are You My Mummy' reference, don't try and make a Doctor Who 'Tribute' like he did. That one line? THAT is how you do a reference to Doctor Who and give a tribute, you don't need to have a maxi-story that involves murder and bloodshed, because, as I discover in a preview of the crap-tastical 'Goblin Nation,' (yeah, Norman Osborn takes over. CLEARLY this was an original...OH WAIT!) you're gonna start sucking by the time you reach the end. (Seriously, it made sense why Norman would take Gwen because if we were to look at the timeline, Gwen would be 20, and Norman would be 30, it's an age difference, yeah, but at least it's 10 years and not a completely old and fat scientist who has the consistency of latter season's Eric Cartman dating Mary Jane, or Norman now taking Carlie Cooper as his 'bride.' great job at completely missing the point I mentioned about age difference, Slott. Clearly you are the better writer since J Michael Straczynski never had a girl based on Joe Quesadda's daughter becoming Norman's equivalent for Slave Leia. Oh, and having the shock-twist that Norman discovered who Peter was, M. Night Shaylaman's reveal of the Fire-Lord's daughter at the end of _Last Air Bender_ was a better plot twist than that was. Oh, yes. I went there.**

**Anyways, the good news, though. I might have this chapter up by tonight if I can. I'm gonna see if I can do it or not. If not, expect to see it either this Sunday, Monday, or next week. Take care until then, and as always, let me know what you think, review, and like this story.**


	8. The Warriors

**Well, in the words of Kaleefornia's former Governator, "I said I'd be back." Now comes the breakout. It is a time of high-adventure, swords and superpowers, AND GREAT EPICNESS! I AM BRENROME DOING A PARODY OF THE GREAT AND POWERFUL MAKO (Makes Mako Forgiveness Sign) FROM THE CONAN THE BARBARIAN MOVIE! Okay, now with that said, let's see if Insurgency Steve and Mainstream Black Widow and Hawkeye are bad enough dudes to rescue Mainstream Steve. Sorry. I'm just quoting a lot of 80's stuff because let me tell you, I am the most proud of this chapter because a lot of crap hits the fan here, and if you've played the Injustice game, you know some crazy stuff went down here. This is like those scenes on steroids. So prepare yourselves for massive fighting and CAMEOS from various heroes. I'm gonna hold a poll in my profile page soon for a little 'after feature' where I might do a few stories about who I would have as Dowloadable Characters if this were an actual game. I'll keep you guys updated here and let you know when I do eventually post it. Anyways, hope you enjoy! Oh, and as always, I own NOTHING. This is for fan-purposes only, so please don't sue! With that said, enjoy!**

_**The Raft…**_

While The Raft was a small island, it could surprisingly store a lot of people there. At the entrance, outside the building, millions of guards were situated there holding their standard rifles. Various superhumans such as Wolverine stood on the ground while some were hovering above the prison such as Thor.

Above the entrance to the prison stood Peter Parker. The current self-appointed 'protector' of the world was standing there with his arms crossed, a serious look on his face. He knew that it was only a matter of time before HIS Steve Rogers showed his face.

He saw something in the distance. Something flying towards him. Some soldiers raised their guns, but quickly put them away when the form of Peter's Co-Leader zoomed in towards them.

"Peter, we have a problem!" Carol stated, "I was just attacked by the Insurgents."

"Then they're about to make their move." Peter replied.

Suddenly, the water surrounding the prison froze. The soldiers and the various heroes looked on in confusion and suddenly, the ice began rising until it had taken the form of a giant human. Standing on the ice's shoulders were Bobby Drake and Wolverine respectively. Suddenly, more Iceman clones began popping up as a bridge was suddenly connected to New York. Everyone watched as various heroes such as Squirrel Girl and D-Man began rushing forward.

"LET'S GIVE EM HELL!" Logan shouted.

The groups began moving forward.

"TAKE THEM DOWN!" Peter replied, as the soldiers began moving back towards the Insurgents.

The other meta-humans followed suit, not aware that something else was going on.

….

_**Meanwhile…**_

On the other side of the prison, Steve removed the manhole and quickly helped Natasha and Clint out of there.

"Let's go!" Steve said.

They began walking, but suddenly stopped when they heard the sounds of someone quickly approaching from behind. Turning around, they saw Jessica Jones and someone dressed as The Winter Soldier running towards them. The Winter Soldier stopped as he knelt down allowing Jessica to jump up and fly into Steve, tackling him to the ground.

"James?!" Natasha asked, amazed, "What the hell are you doing?!"

The man wearing the gear of Natasha's former lover said nothing in response as he began to fight the two part-time S.H.I.E.L.D. agents, leaving them to hold their ground against him.

Meanwhile, Steve was recovering from his tackle.

"Hello, Steve." Jessica responded.

"Save it, Jessica." Steve demanded.

"I'm sorry, Steve." Jessica apologized, "He told me if I helped him he'd…"

"Spare me?" Steve asked.

"Not only that," Jessica said, "He'd spare me and my kid as well."

"Small comfort for your husband who died in your place." Steve said, without any emotion as he shoved Jessica off him.

He wasn't a stranger to loss of a family, but Jessica had joined him and left after her husband gave them a fighting chance. She'd joined up with Peter and his madness for reasons Steve couldn't understand.

Jessica got back up and tried to stop him.

"Dammit, Steve!" Jessica swore, "You think I…you think I'm here by coincidence. I need help, Steve. My kid needs help. Please…I'm begging you…help us."

"I can't anymore." Steve responded.

Jessica backed up, emotionally hurt by this response.

"Bastard." She almost whispered.

"I have a job to do." Steve declared.

He took a step forward only for Jessica to shove him a few feet back.

"So do I." She said sternly.

**ROUND 1: CAPTAIN AMERICA (INSURGENCY) VS JESSICA JONES (REGIME)-**

Steve responded with a head butt making Jessica take a few steps back. He then threw his shield at her which bounced off of Jessica and came back to him.

Captain America then attempted a flying kick at her, but she ducked and punched him in the stomach, making him do a flip in the air before falling on his back. Jessica then did a flying punch where she flipped her body over in the sky and then punched Steve in the chest.

The Living Legend of World War II went flying back a bit before he got back up. Jessica attempted to hit him again, but Steve threw his shield at her and it bounced off of her once more. Steve then swung his shield upwards with both hands, sending Jessica flying into the air, and then he brought both of them down, sending her to the ground. He then ran up and kneed her in the chin, before Jessica punched him again, and then gave two more quick blows.

Captain America then gave two more quick blows with his fists before Jessica attempted to slam into him. Steve managed to roll back and dodge before he rolled up behind Jessica and slammed his shield into her back. Jessica Punched Cap back, but Steve delivered a series of quick blows to her.

Jessica tried to punch him once again, but Steve was determined to get his counterpart out, so he decided to wrap this up now. Pulling his arm back, he slammed his shield into her. He then made a command on a hidden wrist-watch underneath his sleeve.

Steve then took out two batons from his pocket, and slammed them into Jessica's neck, electrocuting her. Jessica screamed in pain before Steve kneed her in the chin. Finally, he slammed his shield in her face again and did a back-flip before his flying motorbike came by and crashed into Jessica, sending her into the wall before the bike exploded. Jessica got back up, but fell again, defeated.

Steve looked at her sternly.

"You joined the wrong side, Jessica." Steve declared.

Meanwhile, Hawkeye and Black Widow were trying to defend themselves against Winter Soldier, who seemed to not only know their every move, but was more ruthless than James Barnes ever was. And even during the times when he was brainwashed, Natasha always saw some form of humanity underneath his cold exterior.

"What's wrong with you, James?!" Natasha asked, as the Winter Soldier simply punched her in the gut.

Clint blocked a blow with his own bow and looked at him seriously.

"I know Steve can be a uptight jerk," Clint admitted, "But you abandoned him for Spider-Man?!"

The Winter Soldier kicked Clint to the ground, staring at him angrily.

"I'm NOT Bucky Barnes." He said.

He brought a fist down, but Steve blocked with his shield.

"This is Rick Jones." He said.

"Wha-?!" Hawkeye asked.

"His former partner." Rick responded as he and Steve pushed back and the two began circling each other.

"But Spider-Man's been more of a partner to me than you ever were!"

"You stopped being my partner when you killed Bucky Barnes." Steve shot back, "HE was my partner!"

**ROUND 2: CAPTAIN AMERICA (INSURGENCY) VS WINTER SOLDIER (REGIME)-**

Steve threw the first punch, knocking Rick back before he bounced off some fuel canisters and back towards Steve again. Captain America then tried kicking upwards at Rick's head, but the new Winter Soldier blocked his attacks and punched him in the chest. The usurper of James Barnes's persona then delivered a series of quick blows to Steve, tossing him into the air, before Steve fell back down on the ground hard.

Captain America responded with two quick punches and then an almighty flying kick that once again knocked Rick Jones back. He then delivered a kick that sent Rick upwards, but on the fall back down, Rick spun around with a kick, knocking Steve to the ground. Steve gave two more punches sending the Dark Winter Soldier into the air, and then brought his shield out, blocking two blows from Rick's fists. Steve then managed to grab one of the fists and snapped it over his leg.

Rick screamed in pain as Steve gave two quick head butts to Winter Soldier's face, and then slammed his shield into there. Rick tried stabbing at Steve with two knives from his pouch, but Steve easily deflected them with his shield. However, Rick was able to punch Steve in the face, making him take a few steps back.

Rick then attempted to grab him, but Steve pushed him off and slugged him right in the gut. Rick gasped, feeling the wind socked out of him, but had no time to recover as Steve delivered a series of swift kicks to his face. Rick took out a rifle and fired a series of bullets at Steve. However, Steve managed to block them, and then rushed head-first, holding his shield out as he knocked Rick to the ground. Steve then delivered a series of swift punches and kicks until finally, Rick could take no more, and collapsed to the ground, defeated.

Steve looked over his former partner, showing no sympathy for him whatsoever.

"You're dead to me." Steve declared.

Clint and Natasha, who had finally recovered, looked at Steve as he tied up Rick.

"You okay?" Hawkeye asked.

Steve stood there in silence for a minute before he spoke.

"Let's keep moving." He said.

"Steve…" Natasha asked, "If you don't mind me asking…what happened with…your James."

Steve was silent for a minute before he sighed.

"Rick killed him." Steve responded, "It was during the mission to retrieve the 4-M-4-Z1-N-9 enhancement pill. While my team was getting that, Bucky and the others were trying to serve as a distraction. Rick killed Bucky with a shot from behind. I didn't learn of this until Coulson told me it happened after I managed to synthesize the formula to the pill."

"And…what about me?" Natasha asked.

"Spider-Man had you webbed up and forced Clint to watch as you suffocated before him." Steve said.

Natasha hid it well, but she was genuinely afraid now. She was not liking this universe one little bit.

It was very clear that Steve was in pain now. It was the same pain he felt when he had lost Bucky once in World War II, and then again after finding out he was alive. Not to mention the other time when Sin and her forces had become the pawns of the Asgardian God of Fear and had attempted to destroy the world.

All those Steve felt he had lost a son, and in this world, that sorrow would be with him forevermore until the day he died.

….

_**Meanwhile…**_

Back on the other side, the fight was continuing to rage on. Peter's Spider-Sense was blazing so loudly that it was difficult for him to focus on what to do. Right now, he was operating on instinct and anger.

He web-swung towards the giant Ice-Man, kicking his feet out as he built up velocity. He was breaking the speed limit when he crashed through the leg, sending Bobby Drake and Logan to the ground as the ice giant crumbled around the forces already at battle.

Peter smirked, but was suddenly hit with a hammer which was made of pure Uru, and was knocked into the body of the Parallel World's Captain Marvel who got Peter in a chokehold as the Parallel World Thor twirled his hammer with a face full of bravado.

"Thou wouldn't mind if we fought too, Spider-Man?" Thor cracked, as his hammer crackled with lightning.

Peter ignored the comment. In another time, he would've responded with a joke, but this was a world that did not need humor. It needed a protector with responsibility for the entire planet. Peter threw Captain Marvel off him and rode her to the ground, slamming his feet into her back.

He growled at Thor and swung upwards to fight him.

….

_**Inside the prision…**_

The three heroes approached the prison that Mainstream Steve was being held in. Insurgency Steve took out a car-key-like device and pressed a button and the red hologram that had completely blocked everything inside vanished. Natasha and Clint sighed with relief as they saw that THEIR Steve was indeed inside, safe and sound for the moment being.

Mainstream Steve was beaten and bruised and was missing his shield, but nonetheless, he smiled when he saw his friends. But then he saw his duplicate and gasped.

"You…" He groaned as Insurgency Steve began to free him.

"Natasha," Insurgency Steve told her, "Go and get my other self's shield."

"Right." Natasha said, as she accessed a terminal that contained all confiscated weapons boxed away and ready to be retrieved when needed.

"So you're what all the fuss is about." Mainstream Steve said.

His Insurgent counterpart couldn't help but chuckle a little.

"I could say the same about you." He said.

Insurgency Steve finally managed to free his counterpart as he fell to the ground. He managed to catch Mainstream Steve, but stopped when he saw an arrow had pierced the cell wall only a few inches away from his arm.

Turning back, Insurgency Steve saw that Natasha was knocked out, the box containing his other self's shield and mask lying nearby her on the right side. And on the left was Hawkeye, reloading his bow, with a dark red energy flowing around his body as if it were an aura.

"Can't…fight it…" Clint said, as if he was in conflict, "Next one…might not miss…"

"Wanda…" Insurgency Steve said, walking towards her.

"Surrender, Captain America." Wanda said through Clint's mouth.

Clint fired another arrow, but Insurgency Steve managed to swat it away with no more trouble than a child would have swatting a fly. Another arrow was fired as Insurgency Steve dodged with his head, as it hit the wall harmlessly.

"I have you now." Wanda said through Clint's mouth, firing another shot.

Once again, Insurgency Steve caught the arrow and snapped it over his leg. Hawkeye fired another arrow but this time, Insurgency Steve broke the arrow by flinging his shield forward as it hit Hawkeye in the chest and knocked him back.

Clint groaned as he recovered and fired two arrows at once. However, Insurgency Steve managed to grab both arrows with his two hands, and threw them to the ground. Clint finally brought out three arrows and fired them all at Insurgency Steve. He kicked his foot out, deflecting the first, and then grabbed the other two before tossing them to the ground.

"Wanda!" Insurgency Steve demanded, "That's enough!"

He moved to Clint, but he brought out four arrows and then fired them all at Insurgency Steve. He had no time to react as Insurgency Steve was pinned to the wall next to his counterpart.

"Looks like I'm gonna kill two Captain America's for the price of one." Wanda laughed through Clint's voice.

However, Clint suddenly felt someone trip him and he fell to the ground. Turning around, he saw Natasha, crouched in a leaping position as she made a 'come get me' sign with her hands.

"Get away from them, you Witch!" Natasha declared.

**ROUND 3: BLACK WIDOW VS HAWKEYE-**

Natasha knew she had the advantage as the battle with Insurgency Steve had tired Clint out a bit. She once again swung her leg around, knocking Clint to the ground. Then she delivered a kick to his face, and then one to his cookies. She then fired her grappling hook, which attached to Clint, as she pulled herself in quickly and struck at Clint's chest with both her legs. The two fired their arrows and darts respectively, some hitting and some missing. Finally, Natasha ran up and kneed Clint in the jaw, knocking him back.

Clint charged at her, but Natasha jumped off a nearby terminal, leaving a bomb on there which literally exploded in Clint's face. She then zoomed in from behind and kicked him to the ground. Clint tried one last punch at her, but Natasha simply grabbed Clint with her legs and flung his head at a series of nearby crates, knocking him back down.

Clint got up, only to fall over in exhaustion.

"I'll apologize later." Natasha said.

She looked over his body.

"Wanda!" She declared, "Show yourself!"

Suddenly, the image of the barely-clad Scarlet Witch appeared as she sent a surge of energy towards Natasha. Before it could reach her, Wanda was knocked out by Natasha's version of Steve who had managed to make his way over there despite his condition.

The mist dissipated as Mainstream Steve went over to help his counterpart. Natasha helped up Clint as he looked as if he was going to say something, but then disregarded it.

"Let's…let's not tell anyone what happened, okay?" Clint asked.

"What are you talking about?" Natasha smirked.

The two went over to help the Captain Americas as they all began to make their way out of the prison.

'BOOM!'

Suddenly, without any warning whatsoever, the roof behind them collapsed as the figure of The Regime Captain Marvel landed with a loud 'THUD!'

Dammit! Insurgency Steve swore. There was no way to take on her and make their way out.

"GO!" Insurgency Steve declared.

"We're not…" Hawkeye began.

"I SAID GO!" Insurgency Steve ordered, "I'll catch up!"

The three quickly left as he approached his world's Carol Danvers who smirked at him.

"Well look what I found!" She declared, "Time to end the insurgency!"

**ROUND 4- CAPTAIN AMERICA (INSURGENCY) VS CAPTAIN MARVEL (REGIME)-**

Steve made a quick kick to Carol, knocking her back. Captain Marvel attempted to morph her hands into a battering ram, but Steve disrupted her concentration by throwing his shield forward, and knocking her back again. Captain Marvel fired a blast of energy at him, knocking him back a bit. She went forward, but Steve punched her in the face, breaking her nose in the process. Carol grabbed a nearby computer console and slammed it into Steve, knocking him to the ground.

Steve got back up and delivered two punches to Carol's face and then kicked her in the chest, sending her up before she hit the ground again. Steve gave two punches to the face again, and attempted another kick, but Carol caught him this time and threw him back down to the ground. She then fired a blast of energy at him, knocking him to the ground. Steve responded with a sudden series of quick blows as Carol was unable to dodge. Steve took his shield up and slammed it into her head, knocking Carol to the ground. Captain America took Captain Marvel by the shoulders and spun around, giving a karate kick to the chest, sending her down again. He then delivered a series of quick blows and punches until Carol finally collapsed in exhaustion.

Steve looked at her seriously.

"Spider-Man's the real enemy, Carol." The Insurgency Leader explained, "Not me."

He then left to rejoin the others. They were now down to only a few minutes left before the helicarrier blew and if they couldn't get off before the time completed, then they'd be stranded and at the mercy of the regime.

….

_**Meanwhile…**_

Outside, the distraction was not going as well as Regime forces were beginning to fight back.

The Mainstream Captain Marvel was gasping as Peter continued to choke her, not showing any emotion. This wasn't the Peter she respected as a friend and sometime on-and-off date partner, this was Peter Parker if he had been portrayed by Arnold Schwarzenegger from _Terminator 1_. He was completely emotionless, without any remorse whatsoever for taking another life. It was understandable in some ways seeing as how this man lost his family and anything that was important to him, but that didn't make him any less scary.

This is the road Peter had told Carol he would never travel, and yet there seemed to be a universe in which that promise was broken.

From behind, Thor threw his hammer at Peter, hitting him in the back. Peter released Carol as a nearby suited-up Agent Coulson grabbed her.

Peter noticed Thor as he went for his hammer. The corrupted hero shot two web-lines outwards and then launched himself forward. Traveling faster than the Thunder God's hammer, Peter kicked Thor in the face, knocking him to the ground. He then began to repeatedly sock the God of Thunder until Thor knocked him back. Thor held out his hand as his hammer returned to him, and lunged forward at The Regime Spider-Man. However, Peter saw this coming and flipped back before lunging forward, kicking The Thunder God away.

Just then, his Spider-Sense picked up the familiar attack of Wolverine, as he dodged the incoming claw and grabbed it. He then took another claw and held both behind Logan's back. Logan grunted and tried to break free, but Peter continued to twist his arms backwards.

Logan slowly began to feel his bones beginning to crack and yelled in pain. Peter smirked taking pleasure in showing how futile it was to try and resist him. This is how the world should view him, a force unlike any other that should not be messed with, so as to keep the entire world safe from any threat.

Suddenly, there was an explosion from one of the upper floors of The Raft. Peter looked up and saw that smoke was pouring out. He made out four figures that he quickly recognized as both Steve Rogers and the parallel world's Hawkeye and Black Widow.

"No…" He growled, completely forgetting about Wolverine.

He dropped the mutant down and shot a webline over as he quickly pulled himself there to stop the escapers.

….

The four stood outside the prison walls, Natasha and Clint providing help for both Steve's.

"And only four minutes left." Hawkeye smirked.

Then he realized something.

Nothing was happening.

"Uh…" Hawkeye asked, "Isn't this supposed to be the part where we disappear?"

…

_**The Regime Helicarrier…**_

Tony could see them on the map, but the screen said they were still within range of being blocked by any teleporters.

"Damn." Tony swore as he looked to see that they had just four minutes left.

He couldn't teleport everyone out unless Steve was first. If someone else went first, Peter would surely notice, and then he'd imminently recapture Steve. Or worse.

They had to find a way to get within range and it had to be now.

….

_**The Raft…**_

Deciding to try standing somewhere else, the group began to walk along the right pathway of the roof they were on. They got no further than three steps when something shot forward and stuck to the wall.

A Web Line.

Shortly after, The Regime version of Peter Parker appeared and everyone knew they had to do something now. They began backing up, as Peter followed them crawling on the wall.

"You thought you could fool me, Steve?!" Peter demanded to the Insurgency Leader, "Like HE did?!"

"This isn't about The Red Skull!" Insurgency Steve declared, "It's about you!"

The group realized they had run out of room to back up from and behind them was a cliff that lead down to the waters below.

Regime Peter jumped off the wall and onto the roof, before taking off his mask, and letting them see him. He was five years older than his mainstream counterpart, and his teeth were almost grinding together, as he angrily stared down the resistance members. It was clear that he wasn't going to tolerate them any longer.

"I PERFECTED THIS WORLD." Peter shot back, "SO MANY LIVES LOST, BECAUSE I HELD BACK, WHEN I SHOULD'VE USED ALL MY POWERS!"

While he was in his monologue, Regime Peter didn't notice that the group had shot a look to each other, formulating the last plan they had.

"To do what?!" Insurgency Steve questioned, "To control?! To corrupt?!"

"I could've prevented Queens!" Regime Peter yelled, "I could've saved my family from this war! It wouldn't have taken their lives."

"War took my family too, Peter." Insurgency Steve said, quietly and as comforting as he could be, while still retaining his stern face.

Unfortunately, Regime Peter wasn't going to buy it.

"But you weren't the gun." Peter said, almost softly.

"NOW!"

With that, the group jumped off. Peter was about to shoot a web-line to catch them, when the four insurgents turned incorporeal and then disappeared in a bright light. Peter suddenly looked around the people fighting and one by one, all the other members of the regime turned incorporeal and disappeared in a similar flash of light. Everyone was confused as the next guy, as they tried to work out what happened.

And then it hit Peter.

"THE HELICARRIER!" He declared.

He didn't waste another second. Peter swung forward towards the sea, landing on a boat and then jumped off, web-zipping to dry land. Peter then shot another web-line at a nearby building, and began web-swinging rapidly.

There was so much going on, he didn't care. He saw the helicarrier near Stark Tower and shot a web-line off of a nearby building and one onto Stark Tower. Peter pulled himself closer and then realized something strange. It was getting a bit hotter as he approached the helicarrier, and his Spider-Sense was beginning to ring.

Just then, he heard a voice in his earpiece communicator that sounded like a much sober Tony Stark.

"Hey, Peter!" The voice called, "Hasta la vista, web-head!"

Suddenly, the hellicarrier exploded, pushing Peter backwards into a nearby building which he stuck to. The helicarrier didn't explode in flames, but rather that of a pulse, one which was blue and seemed to shatter any glass that was nearby. The Helicarrier was reduced to tiny harmless scraps of metal which fell around Star Tower.

But Peter Parker was now more pissed than ever.

"NOOOOOOOOO!" He screamed in absolute rage.

He was not officially having a bad day. His forces had failed to secure Cap, his helicarrier was now in bits and pieces, and the Infinity Gauntlet was still out there with Steve.

But worst of all was the fact that thousands of people were now lost.

"Peter…" The voice of Peter's Tony Stark groaned, through his earpiece.

"STARK!" Peter demanded, "WHERE THE HELL ARE YOU?!"

"I think we're in some place called New Found Land?" Tony asked with a grunt, "I think Tara Reid might've visited here once…"

"STARK." Peter interrupted, shutting him up, "Sober the hell up or I am going to make your life more of a living hell than it already is! Is anybody else with you?!"

"Oh yeah." Tony's voice responded, "I got the guys…the heroes…and every other personnel with me…"

Suddenly, there was a crackle in the communications link.

"Stark?!" Peter demanded, "Are you there?! STARK?!"

There was no response and only static. Suddenly, another voice came in. And Peter knew who it was.

"CITIZENS OF EARTH!" The voice said, "FOR TOO LONG, SPIDER-MAN HAS ENSLAVED US, LEADING US LIKE WE WERE HIS SHEEP! TODAY, I AM HERE TO TELL YOU THAT THIS WILL NO LONGER STAND! DO YOU HEAR ME, SPIDER-MAN?! I'M HERE TO TELL YOU THAT YOUR TIME IS OVER! I CHALLENGE YOU TO A FIGHT ON THE DAILY BUGLE ROOFTOP RIGHT HERE AND NOW! PROVE TO ME THAT YOU ARE WORTHY ENOUGH TO BE LISTEND TO, AND FEEL THE MIGHT OF…THE IRON GOBLIN!"

….

**So there we go, folks! Another chapter is completed. Next time, Norman Osborn takes the stage as he stands alone, the only one to defeat Peter. But can he actually do it?**

**By the way, for those of you wondering about the significance of Tara Reid and Newfoundland, it's a joke on the Uwie Boll movie Alone in the Dark, which is one of the many movies this cheapskate has churned out that bombed and yet still made him money. The joke is that in the film, Tara Ried plays a scientist (*laughs*) who is supposed to be de-encrypting a puzzle with different languages from around the world, and she ends up pronouncing Newfoundland as "New Found Land." Hope this chapter was good enough for you.**

**Also, in case nobody remembers Rick Jones, here's a Marvel Recap lesson for you; Rick Jones was an orphan that was responsible for Bruce Banner's transformation into the Hulk. In the comics, he appeared on the gamma bomb test site breaking in when the countdown had begun and Bruce got him to shelter before the bomb went off, resulting in Banner becoming The Hulk. Later on, Rick actually became the one whose message Loki diverted to bring The Avengers together after framing Hulk for crimes against humanity in an attempt to lure Thor out into a trap. You'd think the guy would've gained enough status then, but no. After Captain America was revived, he was quick to point out that Rick had an uncanny resemblance to Bucky (hence why I used him in this chapter as The Winter Soldier for the Regime forces,) and indeed Rick did wear Bucky's costume and used his name for some time.**

**I don't know where Rick is right now in the comics, but last I checked, he had been transformed into a gamma monster called A-Bomb while still retaining his intelligence and also having the ability to switch back and forth between human and monster at will. This version of Rick is actually seen on the Hulk Agents of S.M.A.S.H. series from what I understand now. I have not watched any episodes, but I might considering that in that version, Rick is voiced by the God of Action Figure Stop Motion and Man of Many Voices, Seth Green. So who knows? Maybe I'll give an episode a shot in the near-future. **

**Anyways, as always, reviews are appreciated as long as they are not flames. Just constructive non-flaming comments are okay. And again, I own NOTHING. This is for fan-purpopses only, so PLEASE don't sue!**


	9. The Goblin

**Hi, everyone. Sorry that I didn't post this earlier, but…well…we lost a great man recently. On Feburary 24****th of this year****, actor/screenwriter/comedy legend Harold Ramis passed away. As a fan of Ghostbusters, Animal House, and many of Harold Ramis's other works, this came as a shock to me and needless to say, I think we all miss him. I know I do. The first X-Box 360 game I ever played was Ghostbusters: The Video Game where I was able to team up with Dr. Spengler, and I will always cherish the game now more than ever. Because of this passing, I decided not to do one chapter, but to end on the penultimate chapter as ending this on a sad note would feel wrong. Especially considering the fact that when Dan Slott wrote Superior Spider-Man #9, the Chicago Bombings had taken place recently, and although Slott had PLEANTY of time to rewrite the ending where Peter got blown up, but decided to be a lazy ass and leave it as it was. Needless to say, I'm obviously much more conscious and forgiving than this misogynistic sack of crap will ever be, and with that other reason as to why I hate Slott out of the way, here's the three chapters before the final one you've been waiting for. That's right. THREE Chapters uploaded in one day. Early in the day also, when you think about it. Just goes to show that I care enough to make sure I'm doing the right thing. Anyways, Enjoy. Oh, and I own NOTHING. This is for fan-purpopses only, so PLEASE don't sue.**

_**The Insurgency HQ, Earlier…**_

Norman Osborn was ready to make the most incredible risk of all time. He had made such risks in business dealings, and in trusting Spider-Man to ensure Earth's safety.

But now he was taking the biggest risk of trying to stop Spider-Man once and for all.

As Norman checked the Iron Goblin Armor, now laced with the infinity gauntlet underneath the repulsor beams and hidden with the reality-changing molecules, he listened to the TV Reports coming in from the rest of the city.

"_As reports continue to flood in from The Raft, we now go live to the scene with reporter Norah Winters. Norah?"_

"_Thanks, Joe. It is absolute pandemonium outside The Raft. The Regime Forces and High-President Spider-Man are battling what can only be described as Ice Men and a colorful collection of Super-Humans."_

"_Norah, with Captain America in custody, who exactly is leading the Insurgency Forces?"_

Norman sighed as he turned on a nearby VCR Camera and stared at it sadly.

"Hello, Emily. Harry." He said, "If you receive this video…it means I'm gone. I'm sorry. I had to do this. Spider-Man has gone too far, and he must be stopped. No matter the cost. When you see this, run. Run far away from New York and don't look back. I love you both. So very much. Goodbye."

With that, he turned off the camera, and took his own 4-M-4-Z1-N-9 capsule. After swallowing the enhancement pill, Norman got into the open Iron Goblin costue.

"Seal appendages." Norman told the suit.

There was a whirring and a hissing noise as the armor began to seal up over Norman's body.

"Begin pre-flight checking." Norman said.

"Affirmative." The AI Norman had installed responded. The voice was based off of his wife, and was programed to give Norman every bit of advice and advantage he'd need to take on Spider-Man and his forces.

"All systems functional." The AI spoke, as the suit was now fully sealed around Norman's body, "You are clear for launch. Have a nice day."

….

_**Soon…**_

Norman was flying over to the battle at The Raft. This was now the point of no return.

Suddenly, a warning sign came up on Norman's Radar screen inside the suit. Two rockets were heading right towards him.

_Not now._ Norman thought to himself, as he flew around, trying to out fly the rockets.

No matter what maneuver he did, the rockets would not break off. They were tracking ones, which Norman always hated.

Flying upwards, Norman spun around; trying to confuse the rockets, but it was no use. They were now almost at his feet.

"Shields!" He ordered.

The shields came up just in time, but unfortunately, the bombs were close enough to cause damage once they collided with the feet of his armor and exploded.

Norman suddenly felt the power to his repulsor boots cut out, and then found himself falling to the ground. Norman yelled, before he crashed into a building roof, before bouncing off, and crashing into a nearby truck.

Norman groaned and forced himself up as he quickly got his bearings.

"Damage?" He asked.

"Flight propulsion is offline." His AI told him.

"How long for repairs?" Norman asked.

He had built an inside-self-repair system for his armor, but he unfortunately never had a chance to actually test it until now.

"Estimated time 15 minutes." The AI responded.

"Great." Norman said, sarcastically.

He then heard a chuckle with a German accent, and turned. Pulling up in a stolen Regime Jeep was The Red Skull and Sin. Norman glared as The Skull put away a rocket launcher.

"Well, Osborn." He said, "It just goes to prove that your suit is as worthless as that your son who is a s…"

"Love the color." Sin interrupted.

"It is quite impressive, I must admit." The Red Skull said, rubbing his chin.

"Unless you want Spider-Man to win, I suggest you both step aside." Norman ordered.

"You're going to take on Spider-Man?!" Sin asked, "He's almost like a son to you!"

"No." Norman corrected, "I have a son. And his name is Harry. My allegiance to Spider-Man was simply a ruse so I could aid the insurgency."

"Well, Herr Osborn," The Skull grinned, "How about we share."

He turned to his daughter.

"Be a good girl and help Osborn out of my suit." He ordered.

"With pleasure, father." Sin declared, stepping up.

"I don't think so." Norman said, shaking his head.

**ROUND 1: IRON GOBLIN (INSURGENCY) VS SIN (PARALLEL EARTH)-**

Acting quickly, Norman fired a repulsor ray that hit Sin in her chest. He then slammed both his fists into her back, sending her to the ground.

Norman then fired four repulsor blasts at her, but Sin kept dodging each one until Norman finally laid one on her, sending her to the ground again. Norman then fired two more repulsor blasts before Sin managed to punch him in the arms, Norman felt the pressure on the suit thank to Sin's own durability enhancement, but fortunately, his own pill that he ingested earlier helped to ease with the pain.

He then fired another shot at her, sending her into the air. He then sent a probe out which resembled a grinning jack-o-lantern, before firing two more repulsors at her. The jack-o-lantern noticed Sin and fired a laser from its mouth which successfully hit Sin in the back. Norman then activated a hidden OSCORP satellite that he had built and cloaked from Regime forces years ago. The satellite locked onto Sin and fired a blast, sending her to the ground.

Before Norman could make his next move, Sin threw two grenades at him which sent Norman flying back before falling down to the ground. Norman then activated an extra force field and fired two more repulsor rays at Sin. Then he added two more and slammed her back down to the ground again. Norman activated the satellite once more and it successfully hit Sin. Before Sin knew what was happening, Norman was wailing away at her with a series of quick punches and repulsor rays until finally, she could take no more and collapsed on the ground.

"Do yourself a favor, Sinthea," Norman suggested, pointing a finger at her father, "Stay away from him."

"She can't quit!" The Red Skull declared, hopping out of the jeep angrily, "She's fired!"

"What?!" Sin asked.

"Oh, don't worry." Her father grinned, taking out a knife, "I'll take something from you to remember you by."

"Skull…" Norman warned.

"No, no," The Red Skull said, sarcastically, "Go save the world. I got this."

The Skull was ready to skin the face this alternate version of his daughter, when Osborn fired a repulsor ray, taking him down.

"You'll thank me for this later, Sinthea." He assured.

**ROUND 2: IRON GOBLIN (INSURGENCY) VS RED SKULL-**

Norman went for the first punch, but The Red Skull acted quicker and tripped Norman on his feet, knocking him to the ground. Norman got back up and smashed The Skull to the ground.

The Red Skull tried a flying kick, but Norman managed to block it. However, this left his legs open and The Skull stabbed his kneecaps. Norman groaned in pain, but recovered and fired two repulsor rays at The Skull. Then Norman punched The Skull to the far side of the area before punching him hard in the chest. The Skull went flying into a nearby building as Osborn followed him.

The Skull flew upwards, continuing to smash through multiple floors of the building as civilians ran everywhere in panic before he finally smashed through the far right side of the roof, and landed on top of a nearby building. In the distance, The Daily Bugle could be seen standing taller than it had five years prior.

As the Iron Goblin arrived, he realized he needed to end this fight quickly so he could take down Spider-Man. Norman delivered a series of punches to the Skull faster than he could have anticipated, backing him up into a nearby billboard. Norman then delivered a strong punch, bouncing The Skull off the billboard, into a nearby patrol robot, and smashing through the roof, beginning a long journey downwards. Iron Goblin followed again as The Skull continued to crash through the floors until he reached the bottom which was the museum which served as the memorial for all those who died in Queens five years earlier.

Arriving in time, Norman threw a museum display at The Skull, knocking him back to the far wall, and then gave him one last strong punch. The Skull went flying through the wall before he crashed through a pipe. Sailing through, the Skull crashed through another pipe, and then he finally crashed through the wall, leading back to the street. The Skull landed into a car which exploded, and then sent him to the street where he collapsed as The Iron Goblin stood as the victor.

"Maybe Spider-Man had the right idea about you." Norman suggested.

At this moment, Sin had recovered from her fight and quickly grabbed the knife from the alternate version of her father, using another hand to bring his unconscious body upwards.

"Try to kill me?!" She demanded, "I'll slice that stupid skull off your neck!"

"Sinthea," The Iron Goblin pleaded, "No."

Sin looked at the alternate version of her Father regrettably.

"He was gonna…" She said, "I…I can't believe I fell for him again."

"He knew exactly which buttons to push." Norman said, assuring, "It's not your fault. It's what he does. It's what he's always done."

Sin was quiet for a moment before she brought the knife up a little bit more. But then she saw this Skull's face, and realized she couldn't bring herself to do it.

Sin turned away and dropped the knife and the alternate version of her father. She nearly collapsed, but brought her hands out and prevented herself from doing so. Norman walked over to her, putting a hand on her shoulder.

"You've outgrown him." He assured.

Suddenly, a group of the Skull Clan approached them.

"There he is!" One of the members declared as they pointed their guns at the Iron Goblin.

"Easy, guys," Sin assured, "He's on our side."

She looked down at her unconscious alternate father.

"Turns out he wasn't." She spat.

There was a collection of gasps and confused expressions from the members, but Sin shot them a glare and they knew not to threaten her.

Norman then saw his systems were now all restored.

"Keep him locked up this time." He told her.

"These guys will keep causing a distraction." She assured, shooting him an assuring look, "Go kick Spider-Man's ass."

Norman nodded.

….

_**The Raft,**_

_**Soon…**_

Phil Coulson dodged the energy beams being shot by the Regime Captain Marvel. It was bad enough when Danvers was half-Human-half-Kree, but now he was half-Human-half-Kree-half-Skrull.

Fortunately, Coulson had just the thing.

He hadn't tested this before, but he was curious to find out what would happen when he used it.

He reached inside his coat pocket and pulled out a gun which had yellow energy beams on it and the barrel looked almost like a cannon.

Coulson fired it, and a large blast of yellow energy was sent flying out from there. The blast hit Regime Captain Marvel, sending her crashing into the roof of a nearby building.

"So that's what it does." Coulson said, impressed.

Suddenly, he heard something else and rolled out of the way to avoid a thunder bolt from the Regime God of Thunder and a blast from the Regime's Super-Skrull.

Before the two could attack again, both were hit with a rocket from an unknown assailant.

Coulson turned to see Norman Osborn dressed in an Iron Man armor that was reconfigured to look like a goblin.

"Coulson!" Norman declared, "Go help the good Captain Marvel."

Coulson wanted to argue, but saw that she was getting chocked out.

"You sure?" He asked.

"I'll handle these two!" He assured, "Go!"

With that, he flew off in the direction of the two Regime members. He zoomed between Thor and Super-Skrull as the two began following close behind.

Norman led them as far away from The Raft as he could, doing a few barrel rolls as he dodged the lighting and fireballs the two were throwing at him. As soon as he felt he was far enough away, Norman pulled back so that he was now behind Thor and Super-Skrull. Two launchers on his shoulders opened up and the two Regime members turned around in time to see The Iron Goblin fire a bunch of missiles at them.

Thor and Super-Skrull tried to block them, but eventually, the onslaught proved too much for them to block, and they were both hit repeatedly falling to the ground. Super-Skrull crash-landed into the street below him while Thor crashed into the roof of The Daily Bugle. Norman went down to take care of Thor. The missiles he had launched contained a weakening drug that while effective on humans and aliens, was not as effective on Asgardians, so Thor would have to be put down manually.

As Norman touched down on the roof, he landed on the fake Mjolnir.

"Give it up, Thor." The Iron Goblin demanded, "Now."

"I will go to Valhalla before I surrender the hammer, traitor." Thor spat.

"I'm giving you a choice." Norman assured, "End this without any further bloodshed."

"Too late." Thor replied.

With that, he lunged at Osborn, striking him in the chest and sending him back a bit. Thor picked up his hammer and threw it at the Iron-Clad traitor. However, Norman managed to block with his force-shield as the hammer went back to Thor.

"You're done, Thor." The Iron Goblin explained, "Overmatched."

**ROUND 3: IRON GOBLIN (INSURGENCY) VS THOR (REGIME)-**

Thor went in to strike at Osborn's chest, but Norman quickly blocked and head-butted The God of Thunder, pushing him far back. Norman then grabbed a nearby roof vent, and threw it at Thor, knocking him back down to the ground.

The Iron Goblin then fired a repulsor blast at Thor, who managed to block the attack. However, The Iron Goblin then took the Thunder God by surprise with a sudden flame-thrower which began to burn Thor's body. Thor screamed in pain, but fortunately, due to his God-Like abilities and enhancement pill, The Odinson survived being scared by the burns. Though it didn't stop Osborn from firing two more repulsor blasts at him.

Taking the kiddie gloves off, Thor threw Mjolnir at The Iron Goblin, which successfully hit him in the chest, sending him flying backwards. However, The Iron Goblin recovered and fired two more blasts at Thor, sending him back.

The Thunder God grabbed a nearby Regime Patrol Robot and threw it at Osborn's head, which exploded upon impact. Norman responded with a series of repulsor blasts to the face, knocking Thor to the far side of the Bugle rooftop. Pulling his fist back, Norman fired a hard punch to Thor's face. This sent the God of Thunder flying into a nearby building. Seeing a wrecking ball nearby, Norman shoved the ball which slammed right into Thor. The Thunder God fell onto a train track, looking just in time to see an incoming F-Train before it slammed into him, sending him to the ground hard. Before he could recover, he saw Osborn with a Neon-Sign over his head before The Iron Goblin slammed the sign into Thor's face, knocking him out cold. Thor fell to the ground, now unconscious.

"Like I said." Norman repeated, "Overmatched."

He looked at his handiwork.

"Now all I need to do is…"

Suddenly, The Iron Goblin was cut off when somebody came out and punched him from behind.

Norman slammed into the far-wall to see Tony Stark flying at him.

"Shields." Norman ordered.

He was protected from Stark's punch, and sent the Regime member flying backwards. Norman then flew at Iron Man, but Stark managed to toss him back a few feet.

"Since when are you with them?!" Tony demanded.

_Ah,_ Norman though, _So I guess this is enough to bring that drunk boozehound out of this. Perfect. Might as well give Stark what he wants._

"Since the day Spider-Man decided to herd us like sheep." Norman declared.

"He only wants what's best for us." Tony pleaded.

"WE'RE NOT HIS PLAYTHINGS!" Norman snapped, "And he's no god."

**ROUND 4: IRON GOBLIN (INSURGENCY) VS IRON MAN (REGIME)-**

Norman tried to fire first, but Stark went spinning around, slamming through Osborn. Norman responded with a punch to the face, and then two repulsor blasts to the chest.

Stark fired two repulsor blasts at Norman, and then did another spinning dive through Iron Goblin, knocking him to the ground. Norman fired two more repulsor blasts at Stark which knocked him back a bit. The Iron Goblin then grabbed a nearby trash bin, and threw it at Stark, knocking him to the ground. Norman then raced up and gave two more repulsor rays to Stark's chest, forcing him back down to the ground.

Norman activated his satellite again, which struck Iron Man from above, and forced him down to the ground. As he got back up, Norman delivered a knee-kick to Iron Man's chin, knocking him back again. He then kicked at Stark, knocking him forward again.

Stark came back in for a kill, only to have The Iron Goblin punch and kick Norman back down to the ground again. Norman fired a few more repulsors as did Stark which sent them both down to the ground again. Stark fired a series of repulsor rays at Norman sending him back a bit before he got back up and fired another repulsor ray back at Stark.

Iron Man got back up, only to be knocked by down by The Iron Goblin again. Iron Goblin was about to punch Stark back down to the ground again, but Iron Man was able to block it and pushed him back.

"You okay, Stark?" Norman asked, "You look a little drunk."

"I…I can take you…" Stark assured, though there was clearly some doubt in his voice.

The two clashed at each other, and Norman struck first, sending Stark flying backwards.

Norman noticed a blue flash in the distance, indicating that The Helicarrier had been blown up, Norman knew it was time to finish this, and gave Stark a series of punches before locking him into place. As he was arming his final weapon, he noticed that Stark was mumbling something into his communicator. No doubt talking to High-President Peter Parker, but it was clear Stark wasn't focusing.

Norman activated his satellite, channeling all the repulsor energy into one big ball which he then threw at Stark, creating a small mini-explosion, and knocking him out.

"No good comes from hero worship." Norman said, turning to the skies, "Now, may fortune favor the foolish."

…

_**Meanwhile…**_

Suddenly, another voice came in on his communicator. And Peter knew who it was.

"CITIZENS OF EARTH!" The voice said, "FOR TOO LONG, SPIDER-MAN HAS ENSLAVED US, LEADING US LIKE WE WERE HIS SHEEP! TODAY, I AM HERE TO TELL YOU THAT THIS WILL NO LONGER STAND! DO YOU HEAR ME, SPIDER-MAN?! I'M HERE TO TELL YOU THAT YOUR TIME IS OVER! I CHALLENGE YOU TO A FIGHT ON THE DAILY BUGLE ROOFTOP RIGHT HERE AND NOW! PROVE TO ME THAT YOU ARE WORTHY ENOUGH TO BE LISTEND TO, AND FEEL THE MIGHT OF…THE IRON GOBLIN!"

….

_**In The Streets near The Daily Bugle…**_

"ETA in 12 seconds." Norman's AI said.

"I see him." Norman declared, activating the Infinity Gauntlet and pointing it at the target being shown through the mask's display.

Norman had to wait till the right moment when Parker was in range to be taken down, and then he would activate the Gauntlet and de-power him.

Norman counted down with the AI until he was ready to fire…

Only to be suddenly shot in the back by an electric shock, courtesy of a half-conscious Tony Stark. Norman screamed in pain and looked up just in time to see Peter before his foot connected with Norman's chest, sending him into the ground and leaving a massive crater due to the speed that Peter had been traveling at.

As the smoke cleared, Tony Stark saw Peter standing over the body of the Iron Goblin. Norman was coughing loudly as Peter tore off the face-place. Norman had a bleeding lip now, and yet Peter seemed completely disreagarding of Norman's health.

"You…" Peter said in almost disbelief, "I trusted you…You betrayed me!"

Norman coughed as he looked at Peter very weak now.

"Who…betrayed whom?" Norman coughed.

Peter tore off the armor and grabbed Norman by his shirt.

"I GAVE YOU PEACE." He declared.

"Your peace…" Norman said, loosing consciousness, "Your peace…is a joke…"

Peter had heard enough. He grabbed Norman by the throat and began to choke him. Instantly, Norman began having flashbacks of his life. His abusive father, the birth of his son, the rise of his company…the last thing Norman remembered was the final night he spent with his family.

And then Peter Parker, who considered Norman Osborn to be the father he never had, snapped the neck of the Iron Goblin. The sound was sickening and resembled the sound of a twig being stepped on and broken. Peter threw Norman's dead body to the ground, huffing at what he had done.

It was then that Parker realized there was a crowd surrounding them. Peter could hear their comments, and it was driving him mad as he held his hands to his head.

"Oh my god!"

"Parker just killed Osborn!"

"Murderer."

"Why would he do that?!"

"Somebody do something!"

"Right in front of The Daily Bugle?!"

Peter let out a scream and web-zipped away, leaving a now-concious Tony Stark to watch as he zipped away. Tony looked at the dead body of Osborn. This wasn't right. Not at all. He had joined Peter to prevent any more casualties and now…now the blood of Norman Osborn was on Tony's hands.

For once in many years, Tony realized he had made a mistake.

A very big mistake.

**So with Osborn's plan failed, a hero suddenly is brought back to realize that what he did was wrong. So with Peter having killed Osborn, check out the next chapter to see where that leads us. As always, reviews and comments are appreciated, but PLEASE no more flaming, okay. I understand I often talk about why I hate Dan Slott, but quite honestly, this is me just giving my own opinion about the man. I respect anyone else's opinion, but I just want to express my own problems with the man. That said, enjoy the next chapter!**


	10. The Redeemers

**Welcome back, folks! Here we are with the next chapter involving the insanity of Regime Peter Parker finally unleashed, and the betrayal of two Regime members. That's right. I decided to take another liberty with Injustice and rather than just have one hero betray the Regime. I decided to make it two. How will this work, I'm hearing you ask? Read on to see what happens. Oh, and I own NOTHING. This is for fan-purposes only, so PLEASE don't sue! With that said, enjoy.**

_**Stark Tower…**_

Normally, the Regime would be meeting on the Helicarrier, but seeing as how the Insurgency Avengers blew it up, they were forced to meet here in Stark Tower. Right now, Captain Marvel, Jessica Jones, Super-Skrull, Thor, and Winter Soldier were situated around a table as they discussed the next course of action. Peter sat at a nearby desk, thinking hard about what had just happened. They had destroyed the Infinity Gauntlet by tossing it into a black hole, but now the problem remained of what to do with the Insurgency.

"The Duplicates." Captain Marvel explained, "They've incited Insurrection."

"We must suppress this filth." Super-Skrull said.

"Willfulness leads to anarchy." Thor agreed, "It must not be allowed to spread."

"I made them safe." Peter explained, in a low voice.

Everyone turned to hear his opinion.

"I shielded them. Protected them." He continued, "But are they grateful? Do they appreciate my protection?"

His expression turned once more into a sneer.

"No." He said, banging a fist on the table, "They whine. Complain. Side with those criminals."

Every word he spoke seemed to be nastier and nastier. Peter rose from his chair to face the others as Red Hulk, Scarlet Witch, Iron Man, Abomination, and Wolverine were entering.

"If they prefer chaos, I'll give it to them." Peter told his team, "Manhattan…I'll flatten it. Set an example. Then…we're going into their world. They'll PAY for their interference."

"Wait," Red Hulk declared, "So we're destroying whole cities?! Invading other dimensions?!"

"You have a problem with that, Ross?" Spider-Man demanded, not wanting to hear another word right now.

"Yeah." Red Hulk said, "It's going too far!"

"This world cannot be trusted!" Thor declared, "We will preserve order."

"No!" Red Hulk exclaimed stepping up. Tony wanted to join, but Wolverine held him back.

"There have to be limits!" Red Hulk said, "Especially on us!"

"THAT'S ENOUGH!" Spider-Man declared.

"ARE YOU NUTS?!" Red Hulk asked, "Mary Jane wouldn't want…"

Peter grabbed Red Hulk by his neck and began to choke him. Red Hulk gave out a yell, attempting to blow himself up…

And Peter shot a web-line into his mouth. Red Hulk suddenly choked on the webbing until finally, he was breathing no longer, and Peter dropped his body to the ground. Peter smirked at how foolish Red Hulk had been to try and resist him.

"Anyone else?" Peter asked.

Nobody dared to say anything. Peter had already ruthlessly killed two traitors today, and they knew he would be willing to kill more if needed.

"Good." He replied, turning to each of his comrades, "Jessica, Winter Soldier, take control of all media broadcasts. I want everyone to see this. Captain Marvel, Thor, you're with me."

He turned to Super-Skrull.

"Kl'rt." He ordered, "Prepare your ground forces."

He then turned to the last of his Regime members gathered.

"Logan, Tony, Wanda…get Banner ready."

He took one last look at Ross before they walked off. Abomination soon came in and took Red Hulk's body away. Tony took one last look at the lifeless body, and turned away while Logan and Wanda worked on some machines.

"He's right." Tony said, shaking his head, "This isn't what we signed up for."

He went over to the minibar and pulled out a drink. It was a whisky labeled _Devil in a Knight's Armor_. Tony had been saving this for a bad day, and was ready to drink it, when he remembered Pepper. Happy. Rhodey. Jarvis. Bethany. All his old friends and colleagues. The ones who stuck with him through the tough times.

Tony knew what they would say to him. They would say not to do it. That there was still a chance Tony could redeem himself and that drinking his way out would be the coward's way, and he would be damned forevermore after allowing Osborn and Ross to die like they did.

Slowly, Tony put the scotch back down, and supported himself on the minibar.

"It don't matter anymore, Stark." Wolverine growled, "We eliminated all crime."

"No." Tony replied, "You're wrong. Ross wasn't a criminal he was a…"

"A casualty of war, Rich Boy." Logan said.

"IS THAT WHAT YOU CALL IT?!" Tony screamed forcing Wolverine to turn and face him seriously.

Iron Man took a deep breath and sighed.

"I thought I was doing the right thing." Tony admitted, "But I wasn't. I can't do this anymore. We're done, Logan. We're leaving."

He turned, only for Wolverine to grab his arm.

"Are you out of your mind, Stark?" Logan asked, "There is no 'done!' And what makes you think I'M leaving with you?!"

"I wasn't referring to you, Logan." Tony admitted, "I was referring to her."

He pointed at Wanda.

"You lobotomized her years ago with the nanites you injected into her, Stark." Wolverine pointed out, "Those nanites are what Peter uses to keep people like her in check. You said it was unbreakable."

"Turns out I made a white lie, Logan." Tony shrugged, "Override code; Wanda Maximoff 051965."

Suddenly, Wanda began twitching violently.

"Come on, Wanda." Tony pleaded, "Please still be in there."

Instantly, memories of her life up until the point filled the mutant's mind. Her brother being slaughtered by Peter's Regime, spending years as a guinea pig to Stark's experiments, eventually succumbing to his brainwashing and killing many friends and foes alike. It was all too much for her and she collapsed to the ground, in pain.

"WANDA!" Tony yelled.

"Tony…" Wanda said, clearly distraught, "What…what did I do?!"

"Wanda!" Tony pleaded, "I'm sorry. I admit I was wrong. When this is over, you can do whatever the hell you want to me, but right now, we have to leave!"

"You ain't going anywhere, Stark!" Logan responded, stabbing him in the shoulder.

Tony let out a scream of pain as Wanda suddenly realized what was going on, and pushed herself off the ground. She fired a hex-blast at Logan, knocking him to the ground.

"Logan," Wanda declared, "Get the hell away from him. Now!"

**ROUND 1: SCARLET WITCH (REGIME) VS WOLVERINE (REGIME)-**

Wanda responded first with a quick kick to Wolverine's face, and then gave a magically-enhanced slap to his cheek, sending him flying backwards. Wolverine tried to counter, but Wanda simply slapped him in the face again.

She gave two more slaps, and then grabbed Logan by his shoulders. The Scarlet Witch then casted a spell which caused a portal to fall over Wolverine, making him disappear from sight. A second later, a portal appeared through the ceiling, and Wolverine fell through it, slamming into the ground hard. Wanda then gave two extra punches to Wolverine's chest, and then gave an upper cut to his jaw.

Unfortunately, Wolverine then managed to stab her repeatedly with a series of quick jabs before knocking her back a bit.

Wanda recovered and punched Logan in the chest again. Wolverine stabbed her in the gut and threw her over his shoulder. Wanda recovered, only to be stabbed again with another series of quick jabs to the chest. Logan then punched The Scarlet Witch, knocking her down to the ground again. However, Wanda recovered and fired another spell which hit Wolverine in the chest. Suddenly, Logan found himself lifted into the air, while being restrained by an unseen force. Wanda smirked using hand gestures and Wolverine suddenly found himself trapped inside a Pentagram-like figure. Wanda then said a spell in some sort of language, and flipped Wolverine over, sending him slamming down into the ground hard.

Wanda gave a few more punches and then sent a wave of fire into Wolverine's face, lighting him on fire. She then kicked at Logan and then knocked him down to the ground with an elbow blow to his back. Wanda attempted to punch him again, but Logan countered, pushing her back.

"Gonna do what Parker should've done years ago." Logan declared.

"Wanna see a magic trick?" Wanda smirked.

The two clashed at each other, and ended with Wanda making the first strike, and knocking Logan back.

Before Logan knew what was happening, Wanda delivered a quick series of punches and kicks before Logan could take no more, and collapsed from exhaustion.

Smiling over his body, Wanda nodded and helped Stark up.

"You know where the Insurgency is?" Wanda asked.

"Stole it from Blonsky's computer." Tony said.

"We're helping them," Wanda told him, "And then we're turning ourselves in."

"Fine by me." Tony admitted.

"HEY!" A voice yelled.

The two turned to see Abomination running towards them. Seeing as how his armor was recovering, Tony stepped up to take the fight this time.

"Don't try it, Abomination." Tony declared.

**ROUND 2: IRON MAN (REGIME) VS ABOMINATION (REGIME)-**

Abomination managed to strike first with two hits. However, Tony managed to kick him back into a nearby glass window and made him bounce back forward. Iron Man then gave two repulsor blasts to the Gamma Monster, and then smacked him overhead, knocking him down to the ground.

Iron Man then fired two more repulsor rays, and then did a flying spin, slamming through Abomination. Tony slammed Abomination to the ground, and then grabbed a nearby table, lifting it over his head and slamming it down over the brute's head as well. Tony hit Abomination and then grabbed him by the neck, lifting him into the air and throwing him back down to the ground. Tony responded with a couple of blows to the creature's head, and then fired a repulsor ray at him, knocking him down to the ground.

Iron Man fired more repulsor rays at him, and then punched Abomination down the right side of his face, knocking him to the ground. Tony once more lifted him up and threw him to the ground. Abomination went in for the kill, but Tony reacted quicker, and punched Abomination with a strong upper-cut, sending him to the ground. Iron Man then brought out a stinger missile and fired at Abomination, resulting in a big bang attack. Fortunately, the other Avengers had left so Tony knew he had to wrap this up now.

Tony attempted to punch Abomination, but the brute responded quicker and blocked him, sending Iron Man back a little bit.

Tony stared at Abomination, readying his armor.

"Poor excuse for a Hulk." Tony cracked.

"I'll tear your armor off, Stark." Abomination responded.

With that, the two clashed, and Tony struck first, sending Abomination flying back. Tony then preformed a series of quick blows and punches until finally, Abomination was down for the count.

"Never was a big fan of you." Tony cracked.

With that, he and Wanda left the tower.

…...

_**Soon…**_

As they were flying upstate to the direction of the Insurgency base, Wanda noticed a light in the distance.

"Tony…" She told him.

"I see it." Tony agreed, "Time for a detour!"

With that, the two broke off and soon found themselves hiding behind a nearby Insurgency jeep. Positioned in front of them were a bunch of Insurgency forces, who were all standing before Super Skrull who hovered before the crowd.

"Those who are gathered here are the elite." He explained, to the crowd, "The best and bravest soldiers this planet offers. Your mission is a heroic mission. It requires that you embody the highest of the W.E.B.S. Government Principles; obedience, order, and control."

He turned to see a few more Regime soldiers bringing up another group of soldiers who had burlap sacks over their heads.

"But those who defy the High-President's orders will suffer for their insolence."

"Guy does like to hear himself talk." Tony said softly.

"Firing Squad!" Super-Skrull ordered, "Ready yourselves. Teach these traitors what happens when they rebel."

The soldiers who had brought the targets out stepped forward and aimed their rifles at the hostages.

"I don't think so." Wanda whispered, pointing a finger at the crowd.

She fired a spark of red energy and all of a sudden, all the soldiers rifles exploded, having backfired on them by a small chance.

Wand and Tony stepped forward, standing before Super-Skrull.

"Now then, Super-Skrull," Tony said, "Enough talk."

Before they could react, Super-Skrull stretched his arms out and grabbed the two former Regime members.

"Yes." He agreed, "Quite enough."

With that, he threw them into the ground face-first and then did the same to their backs. He then tossed the two into the distance. Tony and Wanda fell through the air, and crash-landed at the X-Mansion which was abandoned for some reason. Wanda got up first, only to see that Tony was passed out.

"Great." She said sarcastically.

"Desertion, Maximoff?" Super-Skrull asked, "Poor timing for you and Stark, don't you think?"

"You're right." Scarlet Witch agreed, "I needed to do this a long time ago. This is just me working off years of unresolved anger management."

**ROUND 3: SCARLET WITCH (REGIME) VS SUPER-SKRULL (REGIME)-**

Super-Skrull threw a fireball which hit Wanda first, however, Scarlet Witch recovered and kicked Super-Skrull in his knees. Wanda then teleported behind him, and delivered a back-handed slap to his face, before sending him to the ground with a downward punch.

Wanda then tried to perform a series of kicks and punches, but Super-Skrull kept managing to block every single attack. Super-Skrull then slammed Wanda to the ground by swiping his hands and enlarging them so as to sweep The Scarlet Witch around effortlessly. Wanda suddenly appeared behind The Skrull and delivered another quick series of kicks and punches to him. Wanda's attacks were so super-enhanced that parts of the X-Mansion were actually beginning to fall off. Finally, Wanda delivered a punch that sent Super-Skrull into a nearby motorcycle where he bounced right back to her, and Wanda fly-punched him on his return, sending Super-Skrull to the ground. Wanda then fired a series of magic bolts at Super-Skrull, knocking him down again.

The Scarlet Witch then fired a bolt of energy into Super-Skrull's face, as he suddenly felt disoriented.

"Feeling the magic yet?" She asked sarcastically.

Super-Skrull snapped awake quick enough to see Scarlet Witch kick him in the face and send him down to the ground once more. Wanda then got Super-Skrull backed up into a corner where she began to continually rain down upon him with a series of punches and spells. Although Super-Skrull was successfully blocking them, it was clear that it was taking quite an effort to enseure ALL the blows were blocked. Wanda then jumped over him and delivered another quick series of kicks and punches laced with magic until finally, The Super-Skrull went down.

Wanda smirked at her handiwork.

"Can't leave you lying there like that." She pointed out.

Seeing how the X-Mansion was damaged, she concentrated her energy and the whole building suddenly collapsed, falling on top of Super-Skrull.

Wanda helped Tony up as he looked at her.

"Well, no more flying for me." He said, "But I do have one last option. We teleport."

"Tell me the location." Wanda said, "I'll do it manually."

…

_**The Insurgency HQ…**_

Hawkeye was alone in the meeting room, polishing up his arrow shaft with a brick. He always got picked on for this but ironically, this gave him brief moments of calmness. A chance to relax before a big battle.

After returning back, Insurgency Steve was still wondering what to do, and had to attend to the many other resistance fighters who were injured and teleported away during the fight. So Clint had been here polishing up his arrows, making sure they were sharp.

As he looked at his quiver, he saw a photo sticking out from there. It was of a young blonde woman with beautiful blue eyes smiling at him. She was dressed in a black-blue-and-white full-body outfit, with large white framed glasses that were tinted yellow. She also carried twin batons in both hands and she posed in the shot.

Bobbi Moorse. Clint's former wife.

Bobbi was part of a SHIELD Training program as one of the most elite agents. Perhaps not as popular as Clint or Natasha, but she was definitely on the #3 spot right after Natasha.

_Right._ Clint thought to himself, _So I've got no excuse for that. Sue me._

Bobbi had joined the Avengers as a freelance agent and had begun a relationship with Clint even marrying him at one point. Unfortunately, like most problems in marriage, Clint and Bobbi broke up and Bobbi filed a divorce before she was kidnapped and replaced by a Skrull during the early stages of their Secret Invasion. Bobbi had been recovered shortly afterwards, but it was clear that things would never be the same with them after that incident.

Still, Bobbi at least gave Clint something to smirk at as he looked at his polished arrow.

"Whaddaya think, pretty bird?" Clint asked, "That sharp enough for you?"

Suddenly, there was a burst of light as Clint saw the Regime Versions of Tony and Wanda standing before him.

"Tony!" Wanda gasped, pointing at Clint as he quickly took out his bow and strung an arrow along the string.

"My god!" Tony declared, almost not believing it himself, "Clint! Is that you?!"

"In the flesh." Clint said, sarcastically.

He launched the arrow at them, but Wanda managed to catch it.

"Clint, please!" She begged, "Where's Captain America? Our Captain America."

"He's out somewhere not being a murderer." Hawkeye responded, loading another arrow.

"Come on, Clint." Tony said, "You know you can't hit us like that."

"Wasn't trying to." Clint responded, ducking down and covering his ears.

Wanda looked at the arrow and noticed that there was a countdown timer on there which had just reached 0 on the LED screen. A message then popped up that read 'Get ready for a surprise!'

Before she or Tony knew what was happening, the arrow exploded, knocking Wanda out, and disorienting Tony.

"Gotta think fast to be fast like me." Hawkeye remarked.

**ROUND 4: IRON MAN (REGIME) VS HAWKEYE-**

Tony responded by doing the spinning flying lunge through Clint knocking him down to the ground. He then slammed his fists down on Clint's back and fired a repulsor on him before backing up. All the while, Tony made sure to pull his punches so as to not inflict great damage upon Clint, but give just enough to subdue him and allow them to talk.

Hawkeye then fired an arrow at Iron Man, which froze him upon impact. Clint then punched Tony, knocking him into the far wall where he bounced off and back towards Clint again. However, Tony managed to punch Clint and then gave him a kick with his boot, sending him flipping in the air before he hit the ground again.

He fired a few more repulsor beams at him, and then kicked Clint back down to the ground again. Clint fired an arrow at Tony, knocking him back, but Tony fired a repulsor ray sending Clint down to the ground as well. Tony then preformed two punches to Clint's back, and then sent him down to the ground and almost out of breath.

However, Clint wasn't ready to go down that easily and fired one exploding arrow at Tony. However, Tony managed to dodge and then gave Clint a love tap of a knee uppercut, finally pushing Clint to the point of exhaustion.

"That's enough, Clint." Tony begged, "We're on your side."

He walked over and offered his hand to Clint.

"Tell me," Tony asked, "How was it like when you first joined The Avengers? Your Avengers?"

Clint looked away but sighed and told Tony the answer.

"You were a stinking rich millionaire and I was a criminal because you didn't know that I was trying to help people." Clint responded.

"Exactly." Tony said, "So when you came into Avengers HQ uninvited and unannounced, I had every reason to throw you out, but I trusted you. Now I'm asking you to trust me. Please."

Clint looked at his hand. Tony seemed genuine enough, despite the bruised pains Clint was gonna be feeling. Clint took his hand and Tony helped him up.

"What's going on?" Clint asked.

**So there we have it, folks! Time for the penultimate chapter! And for one night only, we've flown them in from The Marvel Universe! It's the villains! So, in the words of The Master "HERE. COME. THE DRUMS!" (Starts playing **_**Voodoo Child**_**.) So read on for the penultimate Chapter. Here is where the crap begins to hit the fan! The Regime attacks New York, aliens coming down to destroy us, Gods descending to destroy us all! Forty years of darkness! Earthquakes! Volcanos! Human sacrifice! Dogs and Cats living together! Mass hysteria! Okay, those last bits might not happen, but I had to give a tribute to Mr. Ramis after all, didn't I? Anyways, reviews and comments are always appreciated. **


	11. The Beyonders

**Well, here we are. The Penultimate Chapter. Let's bring on the bad guys and get ready for the prelude to the character chapter to end all character chapters! This is the one where things get blown out of proportion. And you want to know the craziest part, this chapter will be tame compared to the final one I have planned. Just think about that as you read this. With that said, as always, I own NOTHING. This is for fan-purposes only, so PLEASE don't sue! Enjoy!**

_**The Insurgency Avengers HQ…**_

After Wanda had recovered, Clint called everyone back for an emergency meeting. Needless to say, Mainstream Tony and Insurgency Steve were both apprehensive about seeing the duplicate Stark, but they quickly accepted he was good when he willingly removed his armor.

Of course, now they were faced with the bad news. From what Regime Tony and Wanda were saying, Peter had completely lost it and was ready to destroy Manhattan to 'set an example to those who wouldn't listen to him.' They were told that once Peter had most likely reduced Manhattan to a crater, he'd be coming after the Mainstream Avenger's home world to conquer that Earth as well.

"I can't believe he'd do it." Mainstream Tony said, shaking his head, "It's insane."

"We have to stop him." Captain Marvel declared.

"It's gonna be a helluva a fight." Wolverine pointed out.

"No." Insurgency Captain America said bluntly.

Everyone looked at him amazed as he surveyed the group with him.

"I brought you here to get The Infinity Gauntlet." He told them, "And that plan failed. You're all going home. And then I'm destroying the interdimensonal transporter."

"It won't stop him from coming over." Clint pointed out.

"It'll buy you time." Insurgency Steve assured.

"Norman Osborn sacrificed himself for us." Thor told Insurgency Captain America, "We will not dishonor him by just abandoning you."

Nobody said anything. Then, Mainstream Captain America had an idea.

"We have an alternative." He declared, "We bring over our Spider-Man, have him defeat your version and end this fight."

"One Spider-Man in this dimension is bad enough." The Insurgency Leader spat.

"He's not like yours." Carol assured, "Don't let emotion cloud your judgment."

Before anyone else could say anything, there was an explosion that came from the far right end of the room. Everyone looked to see a collection of villains entering the base. Regime Tony quickly recalled his armor to his body as everyone else took an enemy. There were so many of them. Not only was Abomination and Jessica Jones leading this group, but the villains were ranging from Venom to Rhino to Lizard to Trapmaster to just about every villain ever to have lived. As the group chose their fighters, Carol chose to tackle Abomination.

"Captain Marvel." Abomination declared, taking out a minigun, "Now you'll learn to fear me!"

"How is it that Spider-Man spared you, Blonsky?" Carol asked.

"He appreciates my talents." The Abomination responded as he fired at Carol. However, the good Captain Marvel managed to block all attacks and deflected them back at Abomination. Abomination just continued to fire until he was finally out of bullets.

Frustrated, he threw his weapon to the ground.

**ROUND 1: CAPTAIN MARVEL VS ABOMINATION (REGIME)-**

Carol got the first punch as she sent the Abomination flying backwards. He bounced off of the back wall and back to Carol who fired a blast of energy at him, knocking the Gamma-Brute to the ground. Abomination grabbed a nearby overhead TV screen and threw it at Carol, knocking her down to the ground as well.

However, Carol managed to jump over The Abomination and then kicked him in the back sending him flying into the wall and bouncing back forward again. Carol then did a flying tackle, and grabbed Abomination by his neck, hovering in the air, and then threw him to the ground. Abomination ran through Carol knocking her on her ass again. Carol grabbed one of the Abomination's shoulders, and gave him a hard right hook across the face. She then grabbed him and spun him around before tossing him face-first to the ground on the far-right side.

Abomination ran in to kill Carol, but Captain Marvel kicked the gamma monster in the groin, sending him flying backwards into the far opposite wall before bouncing forward again. Carol then realized that there was an electrical cabal above them and punched Abomination in the chest, sending him flying upwards where he was electrocuted. He fell to the ground and Carol unloaded a series of quick punches and kicks before Abomination fell over exhausted.

"Thank your god that I'm merciful." Carol stated, "Growing up as a Russain spy should've taught you the value of mercy."

"If my old comrades taught me one thing…" The Abomination explained, "It is better to be feared than respected."

He attempted to punch Carol, but before anything could happen, Carol disappeared in a giant cloud of smoke.

Thor saw this before he too disappeared.

_**Asgard…**_

The two reappeared someplace else. Thor was the first to recognize it. They were on a glass bridge that almost looked as if it were a rainbow and leading past two giant towering statues of himself towards a giant palace.

"Asgard…" Thor stated, "How in Odin's name…"

"I brought you here." A familiar voice explained.

Thor turned around to see Carol was frozen still and leaning on her was this world's version of Thor's half-brother.

"You!" Thor exclaimed.

"Calm, O' brother of mine." Loki grinned, "We have much to discuss…"

"You may have tricked our parents before, Loki." Thor told him, "But I won't be fooled by your lies."

**ROUND 2: THOR VS LOKI (PARALLEL EARTH)-**

Loki reacted first by tossing his spear through Thor. Thor recovered and did an aerial dive, knocking Loki down with his hammer.

Loki gave Thor a few puches before Thor took his brother by the shoulder and called upon the lightning. Thor then pressed the now-charged hammer against Loki's chest and released the energy, knocking Loki back to the far- end of the bridge right between the statues. Loki got up, only to be smashed to the ground again by Thor's hammer to the back of his face. Thor then delivered a strong uppercut which knocked Loki back on the ground. Thor then proceeded to provide a number of kicks and punches before Loki slammed his staff into Thor's foot.

Loki then grabbed one of the nearby statues and slammed it down into Thor. However, Thor managed to punch Loki back and then slammed him down to the ground with Mjolnir once more. Thor then delivered a series of kicks and punches to his brother's face. Thor then attempted to grab Loki, but The God of Mischeif threw Thor off and then slammed a flying spear down into Thor's back.

Thor recovered as Loki went in for the kill, but Loki saw too late that Thor's eyes were glowing with blue electricity for some odd reason. Thor swung his hammer diagonally, slamming Loki in his cheek. Thor then created a mini-hurricane that engulfed his brother and lifted him up off of the ground. Suddenly, Mainstream Thor swooped inside the tornado and grabbed his brother by the mouth, before taking him into the upper atmosphere of Asgard. Thor then smashed his hammer into his evil half-twin's mouth. Then he did it a second time. Then a third. Finally, Thor let go and swung his hammer down bringing an almighty thunderbolt down over his brother. The bolt completely engulfed Loki and sent him crashing back into the ground.

Loki tried to get back up, but fell to the ground defeated.

Captain Marvel suddenly gasped with relief at being freed from Loki's spells, as Thor approached her.

"Are you all right?" Thor asked.

"I will when I get a chance to kick his ass." Carol answered.

Thor nodded as they approached Loki.

"Now, Loki," Thor said, "You're sending us back."

Loki just chuckled at the both of them.

"Thor, Danvers…" He said, pushing himself up off the ground, "Relax. Your friends will survive the conflict. If you truly wish to help, you'll listen to me."

Carol and Thor looked at each other unsurely. However, Thor sighed and gave Carol a nod. As insane as Loki was, Thor knew he wouldn't go out of his way to physically kidnap them just to beat them up. If he was going to beat them up, it would've involved more cunning and mischief put into this plan. So this had to have been urgent.

Captain Marvel sighed as they looked at him.

"Then make it quick." She ordered.

….

_**The Insurgency HQ…**_

Meanwhile, both Captain America's had managed to take down Abomination, and then looked at each other.

"We have to get the dimensional transporter to safety." Insurgency Steve said, "If it's damaged, you'll never get home."

Mainstream Steve nodded as they got to work.

….

_**Asgard…**_

"We know of Spider-Man's plans, brother." Thor said, "Tis is not news to us."

"But do you know how he intends to help execute this plan?" Loki smirked.

Thor and Captain Marvel stood silent. Suddenly, there was a roar overhead. Both looked up and gasped as a Kree ship had flown in from nowhere and was headed for Asgard.

Carol gasped.

"I can't…" She said, "How could she?!"

"And that is not all…" Loki said waving his hands as a blue hologram-like image appeared showing Regime Thor gathering his Asgardian warriors.

"No..." Thor declared.

"Shocking, isn't it?" Loki asked, "The entire Kree and Asgardian armies about to set out to crush an entire Midgardian City under the orders of a human. If only there were two people who could stop them…"

Thor and Captain Marvel eyed the God of Mischief. Even though he was helping them, both heroes knew that Loki wanted something out of this.

"Why would you help us, Loki?" Carol asked, "If we succeed, this will result in brand-new chaos for you. It would take years for you to adapt, wouldn't it?"

"In the long-run, yes." Loki agreed, "But if Spider-Man is able to crush the resistance, than chaos will forever fade from the world. You understand my means, don't you."

Carol and Thor nodded at each other.

"I would thank you brother, but that would imply you actually did something selfless." Thor pointed out.

"Oh, no need," Loki grinned, "The enemy of my enemy…"

"We are not friends, brother." Thor warned, "Our interests merely align."

Loki nodded with a sarcastic stage bow.

"Of course." He said, "I'll leave you two to your duties."

With that, he disappeared, and Captain Marvel flew upwards to take care of the evil Captain Marvel on the Kree ship while Thor went to stop his own Regime duplicate.

….

_**The Kree Ship…**_

"Hurry up!" Regime Carol ordered to the Kree soldiers, "We need to have this ship ready with the Asgardians within the next hour.

Regime Carol had been in control of the Kree for years now, after they had tried to take her in for questioning after she bonded Skrull DNA to her. However, Carol managed to not only kill the Kree government in response, but also killed The Supreme Intelligence as well. Now, Carol ruled the Kree with an iron fist, and nobody would dare question her position of power.

Until today that is.

At that minute, a crash was heard and from the bottom of the floor, Mainstream Captain Marvel flew upwards staring at her Regime duplicate. Everyone watched as the new Captain Marvel approached her and the hull repairs started patching up the holes in the ship.

"Carol!" Mainstream Captain Marvel declared, "Your army will stand down. They will not be deployed under Spider-Man's madness."

"You hold no authority here, pretender!" Regime Carol spat, "I am in command!"

"You stain the honor of Mar-Vell with your rule and violation of Kree heritage." Mainstream Captain Marvel declared.

"This wasn't optional." The Regime Co-Leader told her, "After Spider-Man's rise to power, people tried to kill him. I threw myself in the way of a bomb for him, and only by a transfusion of Skrull DNA was I able to be saved from death. Afterwards, Spider-Man showed me the truth; the universe's aggression cannot be tempered, only quelled."

"By slaughtering the innocent?" The good Carol asked, "Sleeping with Peter must've made me dumber. Or perhaps you forgot about the whole Immortus incident?"

Regime Carol scowled at her, recalling the time when Immortus, a future version of Kang the Conqueror, had taken Carol to be his bride. Carol had gone with him after being somehow pregnant with his kid, and ended up giving birth to the son of the conqueror. It was an incident she wanted to forget now more than ever. Almost as much as Mary Jane now.

"Your world's Kree must be weak if YOU are their queen." Regime Carol spat as the threw a giant fist at Mainstream Carol.

Mainstream Carol caught the fist and pulled her Regime counterpart towards her, knocking her in the chin.

"Mar-Vell's goals was to PROTECT people." Mainstream Carol declared.

Regime Carol tried swinging her foot around, only for Mainstream Carol to dodge and then punch at the Skrull-Kree-Human hybrid. However, Carol's duplicate managed to block, but that didn't stop mainstream carol from putting every ounce of her power into pushing back.

"He longed to unite the Kree AND Human race!" Mainstream Captain Marvel continued.

Regime Carol pushed her away and tried firing blasts at her, but Mainstream Carol simply absorbed the incoming energy blasts and then grabbed her counterpart by the wrists.

"Our mission is to save the lives of both friend AND foe as Mar-Vell would!" Mainstream Captain Marvel declared, "THAT is the way of which Mar-Vell would want his legacy to be upheld!"

"You would DARE lecture me?!" Regime Carol declared, "On what it means to be a Kree?!"

"I don't seek to lecture." Mainstream Carol explained, pushing her duplicate away, "I seek to dispose!"

**ROUND 3: CAPTAIN MARVEL VS CAPTAIN MARVEL (REGIME)-**

Mainstream Carol threw the first punch, knocking her evil duplicate to the ground. Carol then delivered a series of punches to her duplicate's face. However, Regime Carol then punched Mainstream Carol with her enlarged hands. Mainstream Captain Marvel punched her evil duplicate forward, where she bounced off one of the computers and then landed at the feet of her good self.

Carol then kicked her duplicate down to the ground again, and then punched her in the face. Regime Carol got behind the Mainstream Captain Marvel and kicked her to the ground before Mainstream Carol spun her leg around knocking her duplicate to the ground again. Both Captain Marvels exchanged a series of punches and blows before Regime Captain Marvel blocked Mainstream Captain Marvel's punch and pushed her back.

"You've dishonored The Kree!" Mainstream Captain Marvel declared.

"You wish for the Kree to be weak!" Regime Captain Marvel responded.

The two captains threw a punch towards each other, but Mainstream Carol struck first, sending her Regime duplicate flying back, before delivering a series of punches and kicks, until her Regime self finally went down.

"Now to rebuild what you destroyed." Mainstream Captain Marvel whispered, turning to face some prepared Kree Warriors.

"Hold, my friends!" Carol told them, "While I am not of this world, I am still pure Kree. And thus, I am still worthy to talk to you! I am here to tell you that this path is wrong!"

She pointed at her unconscious duplicate.

"This Captain Marvel has enabled one man to inflict his entire rage upon an entire planet." Mainstream Carol continued, "Let him be consumed by his darkest passions, rather than exctricate him from despair."

The Kree stood down as Carol knew she had their trust.

"My friends…" She said, "Let us go with the Asgardians into battle. But not as Earth's destroyers. But it saviors. Let us honor Mar-Vell the way he would have wished to be honored! Let us fight free once more!"

All the Kree cheered in agreement.

…

_**The Throne of Asgard…**_

Meanwhile, Regime Thor was waiting impatiently. His forces were all armed to the teeth and ready to invade Earth, but Danvers was not yet here.

Suddenly, there was a giant crackle of thunder that could be heard from outside, and then the doors burst open to reveal mainstream Thor.

"Thor!" His mainstream counterpart declared, pointing his index finger at him, "Remove yourself from that throne or you will face my wrath."

"I shall stand up from my throne." Regime Thor responded, grasping his hammer tightly, "But only so that I may momentarily leave to beat you to death."

"Then I suppose it is time to bring your hammer down." Mainstream Thor declared

**ROUND 4: THOR VS THOR (REGIME)-**

Regime Thor knocked his counterpart to the right side of his face. Thor recovered, and punched him in the face as well. Thor then grabbed his Regime counterpart's shoulder and summoned all the lightning he could into Mjolnir and then unleashed it upon his Regime-Self's chest, knocking him backwards into the wall before bouncing forward again. Mainstream Thor then kicked his Regime counterpart into the throne behind them, where Regime Thor bounced off of and landed at the feet of his Mainstream counterpart.

Regime Thor punched Mainstream Thor in the chest, sending him into the air, and then slammed his own Mjolnir into Thor's back, sending him crashing into the ground. Mainstream Thor recovered and punched his duplicate in the face. Thor then delivered a series of swings to his counterpart's face, knocking him back with a hard punch each time the hammer connected. Mainstream Thor then kicked at his duplicate's legs, sending him to the ground.

Thor then bear-hugged his Regime Counterpart and threw him over his shoulder, sending him to the ground. Thor then delivered a series of quick blows and strikes to different parts of the body before finally knocking his Regime duplicate down in the back.

Mainstream Thor attempted to strike his duplicate again, but Regime Thor blocked and pushed mainstream Thor back.

"You will die here, Odinson!" Regime Thor declared.

"I wonder what Jane Foster thinks of me in this world." Mainstream Thor said out loud.

Both Thor's clashed at each other. However, Mainstream Thor struck first, and sent his Regime counterpart flying back. Regime Thor moved in and attempted to punch his mainstream counterpart, but suddenly Mainstream Thor's eyes began to crackle with lightning and Regime Thor knew he was in trouble now.

Using the same technique as last time, Mainstream Thor swung his hammer counter-clockwise, striking his Regime counterpart in the face as there was no time to dodge the attack. Suddenly, Regime Thor felt himself lifted off the floor, and realized that he was in the center of a tornado that Mainstream Thor was creating with Mjolnir. Suddenly, Mainstream Thor swooped inside the tornado and grabbed his Regime-counterpart by the mouth, before taking him into the upper atmosphere of Earth. Thor then smashed his hammer into his evil duplicate's mouth. Then he did it a second time. Then a third. Finally, Thor let go and swung his hammer down bringing an almighty thunderbolt down over his Regime-Self. The bolt completely engulfed Regime Thor and sent him crashing back into the ground.

Mainstream Thor delivered a series of quick punches and blows until finally, he knocked his Regime self's helmet off. Regime Thor went down to the ground, dropping his version of Mjolnir as he fell. Mainstream Thor looked at the fake hammer, raising a boot and then crushing it underneath his foot.

"Thy father's will be done." Mainstream Thor concluded.

Thor stood over his duplicate and addressed the Asgardians before him.

"Fellow Asgardians!" He declared, "I ask you to look upon yourselves! How could you follow this Odinson?!"

He pointed at his duplicate.

"I obviously do not hail from your world," He said, "But I have come to help save yours! I ask you now, what is to be gained from this slaughtering of Midgard?! Have we really come to revert to our barbaric ways as eons past? Or do we still remember the teachings that the departed All-Father taught us?"

The Asgardians looked at the floor regretting their decision.

"My friends!" Thor declared, "We shall fight, but it will not be for chaos. We shall fight for peace! Stand alongside Midgard's true finest warriors and defeat a threat that no other force on Midgard can handle! Asgardians! Let us unite with the Kree and dethrone the self-proclaimed King of Midgard so that the humans may live in peace with us once more!"

The crowd erupted into cheers as the doors opened revealing Mainstream Captain Marvel who stood smiling at Thor, the Kree ship parked behind her.

"Anybody need a lift to Earth?" She asked, grinning.

….

_**Manhattan…**_

Back on Earth, things were not faring any better. Regime soldiers were flooding the streets, firing at anything they saw as tanks began to fire at buildings. From out of nowhere, The Hulk landed on the side of a nearby building, and head-butted it, causing the building to collapse.

By the Brooklyn Bridge, Regime Peter noticed a series of cars and quickly web-zipped near them. He then shot a web-line at most of the cars and yanked hard, sending them into the waters bellow. Satisfied, Regime Peter took off to deal with more people.

In Times Square, Super Skrull was overlooking the carnage happening. A series of resistance fighters as well as some random heroes from the previous battle at the Raft were holding their own ground against the Regime Soldiers, though it was clear that they would lose no matter what.

Suddenly, both Iron Man and his former Regime Counterpart jumped out from a nearby hole in the wall, and activated their repulsor shields as a Regime Supervillain in the form of Mandarin appeared, and tried to blast them with his rings. In the distance, Jessica Jones was dragging Wanda Maximoff into the sky, while Black Cat tried to run away, only to be shot down from a blast by Hawkeye and Black Widow. The two grinned only to hear something from behind and then saw the form of Doctor Octopus, standing behind them.

"Crap." Clint swore.

….

_**The De-Commissioned SHIELD Helicarrier…**_

While all this was going on, Mainstream Steve Rogers was watching the battle on one of the monitors in the de-commissioned Helicarrier while his double worked on the interdimensional transporter. The two had snuck away here during the fight with the Regime forces inside the Insurgency Avengers Base. Right now, everyone was too busy to deal with the two, but both Captain Americas knew it was only a matter of time.

"It gets worse by the second." Mainstream Steve pointed out, "We have to…"

"Once I finish repairing this thing," His duplicate interrupted, "You're all going home."

Mainstream looked at his Insurgency counterpart and sighed. He went over to his counterpart to address the issue with his plan.

"Look." Mainstream Steve explained, "I get it. I do. Like you, I've tried to prepare for the day when one of our superhuman allies would be on the opposite side of our beliefs again. But without help, you'll die. And the Insurgency Avengers will die with you."

Insurgency Steve was silent as he stood still for a second. He then rose and looked at his Mainstream counterpart in the eye.

"Then maybe that's my fate." Insurgency Steve said.

"We don't believe in that kind of fate." Mainstream Captain America declared, "We believe in the kind of fate where you fight to the end and don't give up."

With that, he went over to try and work the Interdimensional Transporter. However, Insurgency Steve pushed him away, and then punched him in the face. Mainstream Steve responded with another punch to his Insurgency counterpart's face. Insurgency Captain America kicked the Mainstream Captain America away, and then gave him two socks to the face. Insurgency Captain America tried to kick his duplicate again, but Mainstream Steve grabbed the foot and flipped him into the air. Mainstream Steve grabbed his shield, and Insurgency Steve grabbed his own.

The two charged at each other, and slammed their shields against the other's hard before pushing themselves back. Insurgency Steve tried a roundhouse kick at his duplicate's head, but Mainstream Captain America dodged, yet was unable to avoid a kick to the chest by his duplicate. However, he did manage to punch his duplicate back, and then leaped over him as if it were a simple game of leap frog. Mainstream Steve then elbowed his duplicate from behind and then kicked him back.

Insurgency Captain America groaned as he readied himself.

"This is my world!" He told his Mainstream counterpart, "My fight!"

"You made it our fight when you brought us here." Mainstream Captain America declared.

**ROUND 5: CAPTAIN AMERICA VS CAPTAIN AMERICA (INSURGENCY)-**

Mainstream Captain America then tried to kick his counterpart, but he easily blocked it. However, Mainstream Cap threw a hard uppercut which knocked Insurgency Cap on his back. Insurgency Steve tried to slide kick, but Mainstream Cap easily leaped over him. However, Insurgency Cap threw his shield back at him, and Mainstream Steve was knocked to the ground.

Mainstream Captain America threw a flying kick, knocking down his duplicate, and then kicked the Insurgency leader in the face. His Insurgency counterpart knocked him back, but Steve delivered another kick to the face and then another kick sent Insurgency Steve flying back into a nearby computer where he bounced back in front of his mainstream counterpart. Regime Steve head-butted him, but Mainstream Steve threw a head-butt of his own.

Mainstream Steve then threw a series of punches at his Insurgency duplicate, and then gave another uppercut, sending him into the air. Mainstream Steve delivered another flying kick, knocking the Insurgent counterpart down again but Insurgency Steve delivered another roundhouse kick, knocking his counterpart down as well. Mainstream Steve then delivered a quick series of kicks and punches before Insurgency Steve eventually blocked one with his shield and pushed him back.

"You're good." Insurgency Cap said, sarcastically.

"You expected otherwise." Mainstream Cap asked.

With that, the two Captain America charged at each other and struck with their shields. However, Mainstream Cap managed to sock his duplicate in the face first, and sent him back. Mainstream Captain America then delivered a series of quick punches and hits until finally, his Insurgency counterpart went down.

"If we're done here." Mainstream Steve declared, "We're wasting time."

"This is a mistake." Insurgency Captain America argued.

"You brought us here because you had faith." The Mainstream Captain America said calmly, "Faith that we'd uphold the values you've given everything to defend. So trust us. Trust yourself. And let's end this."

Insurgency Captain America sighed. He thought about all the slaughtering Peter Parker had done over the past five years. He knew his duplicate was right. He couldn't die unless he had tried every possible option, and this counted as one of them.

Rising up from the floor, Insurgency Captain America looked at the interdimensional transporter and then back at his mainstream counterpart.

"You have no idea how to use that thing, do you?" He asked.

"I was hoping you wouldn't find out." Mainstream Steve admitted with a light chuckle.

Insurgency Captain America worked the controls and suddenly, a blue light appeared from the transporter. It shot forward and then began to slowly form blue energy which turned into the outline of a man. As the man began to come into focus, a symbol could be seen in the center of the figure's chest. It was the symbol of a Spider.

Peter Parker, the pure good version untouched by The Red Skull's plan in this world, had arrived.

And he was ready to help clean up The Big Apple.

…

**So there you have it, folks! One final chapter is left, and this is the one you've been waiting for. The one featuring the ORIGINAL and BEST, the one-and-the-only, as blunt-as-a-bomb, as frank-as-Frankenstein, the Non-Doc-Ock-possessed, the Not-Edward-Cullen-Depressed, The Terrifying, the Deadly, The Amazing Friendly-Neighborhood Spider-Man! BE HERE NEXT TIME, TRUE BELIEVERS! Oh, and as always, reviews and comments are appreciated! Just no flames.**


	12. The Spider

**Welcome back everyone, this is it. It's time for the return of the original friendly-neighborhood superhero to clean up the mess his alternate self has caused! And don't worry, despite the way writers have been portraying Spider-Man contrary to my views and beliefs of the character, I can assure you all that I still remember how to actually write for him. Expect great jokes, and a great morale about what Spider-Man means to me at the end of the story, and what he once taught me as a kid that made me a fan in the first place. As always, reviews are appreciated. And I own NOTHING. This is for fan-purposes only, so PLEASE don't sue! That said, enjoy the amazing adventures of…**

_'_**_Spider-Man, Spider-Man, does whatever a Spider can. Spins a web, any size. Catches thieves, just like flies. Look out, here comes the Spider-Man.'_ What?! It's still more of an original theme than **_**The Amazing Spider-Man's**_** main theme was. Seriously, am I the only guy who saw that the main score was just a cut-and-paste of the Danny Elfman **_**Batman**_** theme from the end of the 1980 movie? Okay. Anyways, here's the final chapter. Enjoy!**

_**The De-Commissioned SHIELD Helicarrier**_

_**Earth-199999616b…**_

Peter Parker of Earth-199999616 stood next to his world's Captain America as they surveyed the carnage and destruction taking place on this Earth. Any other day, Peter would crack a joke right now, but the situation was worse than he could imagine. Apparently he was on a parallel earth where he had lost Mary Jane and had become a mad tyrant. This couldn't stand and Peter was the only one who could stop his evil duplicate.

"We have to move." He told his Earth's Steve, "Innocent people are dying."

"We'll handle the others." Steve assured, "So you can focus on their Spider-Man."

"We'll do it together." Peter suggested, "It'll prevent more casualties that way. I'll take care of the villains scattered around the city, and then we'll help the others."

He rubbed his chin in deep though.

"Hulk's gonna be the trickiest one, though." He admitted.

"Collateral damage." Peter's Steve said, "It's okay. We can always bring in our big guy."

"Good." Peter said, "Then we'll just have to force that fight elsewhere."

Peter turned to face this Earth's version of Captain America. All the while, he had been pacing back-and-forth, in deep thought.

"Anything else?" Peter asked.

The Insurgency Steve just looked at him before walking up and speaking.

"I know this isn't entirely accurate…" The Insurgency Captain America said, "But it's good to have you back, Peter."

Peter nodded as Insurgency Steve smiled for the first time in what seemed like forever.

…...

_**Soon…**_

Everyone screamed as the form of Otto Octavious ran across the street, crushing everything with his supporting arms.

"Hey, Doc!" A familiar voice said, slamming his foot into Otto's back, "This is really heavy!"

"YOU!" Otto yelled, seeing what had to be the duplicate's version of Spider-Man, "So I see in this world you've retained your poor taste of humor."

"What's wrong with my humor?" Peter asked, "Kids seem to love it. And the ones who don't are probably old men who have less of a life than you do!"

"Shut up!" Ock yelled, throwing one of his tentacles at him.

Peter dodged and webbed the tentacle up. Otto tried to break the webbing, but it was tighter than it had ever been.

"New web fluid!" Peter said, "Now with stronger durability and butt-kicking action. Yeah."

Ock threw another tentacle at Peter but Peter managed to rip it off to Otto's amazement.

"Hey, Otto!" Peter said, "Guess who I am? It's the claaaaaaaawwwww!"

"I'll kill you Parker!" Otto declared.

"Seesh!" Peter said, "Fine, here's your arm back!"

Peter threw the arm at Otto who caught it. Otto looked at the arm confused and then looked back in time to see Peter swinging in before he kicked Otto in the face.

The police would later arrive and find a note attatched to a webbed-up Octavious that read 'I hope taking one of Ock's extra arms doesn't make him too limiting considering I got one of his extra limbs. Courtesy of your Friendly-Neighborhood Spider-Man.'

….

Max Dillion and Mac Gargan were tearing up Times Square and loving every second of it.

Electro noticed a mother who was holding her seven year old boy tightly, trying to protect him from the chaos. Grinning, Electro prepared to roast them…

And then suddenly, a white gooey-like substance was shot over his and Gargan's eyes, blinding them.

"What the F-?!" Electro asked before another bit of the substance covered his mouth.

"Language, Maxy!" Spider-Man quipped, landing in the area, "And don't worry. It's not bird poo. You should know that by now."

Scorpion threw his tail out at him, but Peter managed to hop over the tail.

"Get your son out of here, Ma'am!" Peter told the woman.

She didn't need to be told twice and left instantly.

Gargan tried to sting Spider-Man with his tail, but Peter webbed that also, and swung in, kicking Scorpion in the face and knocking him out. Electro fried through the webbing and glared at Peter.

"You…are so freaking dead…web-head." Electro growled.

"Wow, Electro." Peter declared, "With your labored breaths, you could be a stand in for William Shatner. Still, you don't have any hair so we'd either have to get you a wig, or dress you up like Captain Picard…"

"SHUT UP!" Electro screamed, as he fired a blast at Peter.

However, Peter dodged out of the way, revealing a fire hydrant behind him.

Electro's eyes widened as the shock burst the hydrant open, and began to spray him with water, frying him out. Peter webbed them both up and looked at Electro.

"Have a nice wet-dream, sparky." Peter added, as he left another note. This one read 'here's power to the people and the one responsible for Steve Irwin's passing. Your Friendly-Neighborhood Spider-Man.'

….

_**The Streets by the Daily Bugle,**_

_**Soon…**_

In the sky, just a few feet above the ground, The Former Regime Iron Man was fighting Jessica Jones. He punched her and she knocked him to the ground where bellow, Clint Barton was dodging an attack from Winter Soldier. He leaped onto a car and fired an exploding arrow, disorientating him.

Scarlet Witch casted a spell around him, but Rick took out a gun and shot Wanda in the leg. Clint tried to fire another arrow, but suddenly found his hand frozen. He looked to see both Mandarin and Abomination running towards him. Clint ran away as Natasha tried to fight Black Cat. Super-Skrull walked up to them, and grabbed a nearby car, swinging it around to take Natasha off-guard. He was about to slam the car down over her head when something stopped the car, holding it in place. It was a web.

Everyone turned to see the Non-Regime Peter Parker arriving.

"That's enough, Super-Skrull." Peter told him, "If Skrullos exists here, I suggest you go home!"

Super-Skrull responded by trying to punch Peter to the ground. However, Peter blocked him with his elbow, and punched The Skrull back towards the other end of an alleyway where a bunch of cars were trying to escape.

_Great._ Peter thought to himself, Nice going Peter. _Now I gotta deal with this old thing again._

As if on cue, Super-Skrull began picking up some vehicles and hurtling them towards Peter. However, Peter managed to web every single one of them before they could reach impact, and occasionally fired a web-ball at Super-Skrull, damaging him, whenever there was an opportunity.

As the two continued to battle, Natasha managed to break away from her fight and help anybody still trapped in their vehicles to safety.

Eventually, Super-Skrull decided that he had enough of this, and sped in to punch Spider-Man. However, Peter blocked the punch once again using his elbow and then delivered a strong right hook to the Skrull's face, sending him to the ground.

Super-Skrull got back up looking at Spider-Man fiercely.

"Spider-Man remodeled his worlds' government and made it similar to mine." Super-Skrull explained, "We allow NO insurrections!"

**ROUND 1: SPIDER-MAN VS SUPER-SKRULL (REGIME)-**

Spider-Man struck first with a back-handed hit to Super-Skrull's face. Super-Skrull groaned in pain as Spider-Man gave another punch to the face, this time in reverse. Super-Skrull leaped behind him, attempting to strike, but Peter's spider-sense helped him counter and then he gave Super-Skrull a left hook and then a hard punch to the chest.

Super-Skrull attempted to throw a fireball at him, but Spider-Man jumped above it and then fired two web-lines that stuck to the Skrull's chest. Spider-Man pulled himself in quickly and struck Super-Skrull in the chest with both his feet.

Peter then rushed in and punched Super-Skrull upwards, getting on the other side of him as he fell. Before he hit the ground, Spider-Man gave a hard reverse-kick to the Skrull's back, causing him to fly into the far wall and bounce back towards him. Peter gave him a downwards punch, sending Super-Skrull to the ground.

Super-Skrull responded by making his hands stone and then giving Peter double-fists to his elbows sending him to the ground. Normally, this would've hurt Peter, but thankfully, he had taken a pill his evil duplicate had created, which had enhanced his strength, speed, and agility more than it had ever been.

Still, it hurt like hell, but Peter wasn't going to let that stop him.

Super-Skrull punched him in the chest, and Peter responded with another web-zip kick to the alien's chest. Super-Skrull punched him again, but Peter countered with a kick in his sternum. Peter then unleashed a series of punches and kicks faster than Super-Skrull had ever seen. Peter ended with one final kick to the face, and Super-Skrull went down.

Peter looked over the alien who was trying to push himself up.

"Your evil must end." He said, seriously.

Super-Skrull attempted to punch him, but Peter dodged and shot a web-line at the Skrull. The web-line suddenly expanded, becoming the size of a commercial fisherman's net, as it scooped up Super-Skrull, sending him into the far-wall where it trapped him there.

"That'll hold you long enough." Peter smirked.

He was about to leave, when he suddenly sensed something. He turned around just in time to see the Regime Captain Marvel before she collided with him, in one large tackle. The impact opened the ground beneath them, and they both fell inside. At that moment, everyone who was fighting looked to see what had happened. They looked at the massive hole in the ground as sounds of punches could be heard echoing from within. However, it was too dark to see what was happening.

Suddenly, The Regime Captain Marvel went sailing out from one of the manholes, sending her into the far right wall, as Peter jumped out from the hole in the ground.

"Why do I have the feeling that what I smelled down there is an omen for what Michael Bay's Teenage Mutant Ninja Turtles remake is going to be like?" Peter asked.

The Regime Captain Marvel snarled at him.

"I'm gonna put you down." She said, through her gritting teeth.

"Sorry." Peter said, as the fighting around them continued, "Not gonna happen, Carol."

**ROUND 2: SPIDER-MAN VS CAPTAIN MARVEL (REGIME)-**

Regime Carol zoomed in, but Peter reacted quicker and punched her to the ground. Spider-Man gave her another punch to the face, as she tried to punch back with giant arms, but Peter managed to jump over them and fired two web-balls, which stuck to Regime Carol's eyes.

He then gave her an uppercut punch and then fired a web-line which attached to her body. He then pulled her body downwards, as Regime Carol hit the ground face-first. Regime Captain Marvel then gave Peter an uppercut, and then punched him backwards to the far-end of the street.

Regime Captain Marvel went in punch him, but Peter leaped up by the building behind him, grabbing a large neon-lit arrow and then smashed it into Regime Carol's head, sending her to the ground.

Peter then shot a web-line at her chest, and then pulled himself in once more, striking her with both of his feet. Regime Carol went down again, as Peter punched her into the air and then added a web-line, sending her back to the ground.

Spider-Man proceeded to punch her repeatedly so many times that Regime Carol eventually lost count of how many times she had been hit.

Eventually, Regime Carol managed to block one of the punches and then pushed Peter back.

"So do I have a weird-alien-fetish in this world?" Peter quipped, readying himself.

"I'm gonna make you crap your own teeth." Regime Carol scowled.

The two charged at each other. Regime Carol tried to punch him, but Spider-Man was quicker and kicked her in the chest, sending her to the backwards.

Peter then gave her another onslaught of punches and kicks until Regime Captain Marvel finally collapsed defeated.

"Now stay down." Peter told her, webbing her up.

"Spider-Man!" Peter's Tony called, "You'd better get downtown! This world's Wolverine is there with his school and they're causing some serious trouble down there!"

"On it." Peter said.

"Wait!" Regime Captain Marvel said, "What about me?!"

"You'll help yourself out." Peter said, sarcastically, "Besides, don't try that whole 'I'm the only one for you' crap on me. I have a woman I love with all my life. And her name is Mary Jane-Watson Parker."

Peter shot a web-line and took off, leaving Regime Captain Marvel broken both physically and emotionally.

….

_**Soon,**_

_**Downtown…**_

A bunch of human insurgent soldiers were running away from a giant tidal wave that was almost as big as the buildings they were running past.

"Pulses pounding!" A soldier with glasses, white hair, and a moustache asked, "What in the name of The Mighty Marvelites could control the very forces of nature as that?!"

"Have no idea!" Another soldier with brown hair and green eyes responded, "All I know is that I'd better survive this because I'm just two days from retirement!"

Behind the giant tidal wave, Regime Wolverine was leading his school as Hope Summers was using her powers of telekinesis to control the wave with a sort-of force-field. Suddenly, the wave froze, and the marching mutants stopped confused by what had just happened.

Suddenly, they saw Iceman zooming away as Spider-Man suddenly smashed through the ice, shattering it to thousands of tiny pieces due to the hole he had made.

"Are you ready, Web-Head?!" Regime Wolverine asked, readying his claws, "To face me AND my school?!"

"Yes." Peter smirked, looking at the building above them, "WE are."

Regime Wolverine was confused at first, but then turned his attention to the buildings and gasped. From out of nowhere, millions of Asgardian soldiers were popping out, all carrying bows with flaming arrows.

Thor stood next to Lady Sif and smiled as Regime Wolverine growled at them.

"FOR ASGARD AND MIDGARD!" Thor declared.

With that, the Asgardians all fired their arrows. Regime Wolverine brought his arms up, taking all the arrows' force, while Hope simply put a force-field around herself and the students to protect them.

"For Earth!" Another voice called.

Peter smirked to see his worlds' Carol Danvers, leading an army of Kree soldiers which instantly engaged the students in combat as The Asgardians came down to assist them. That left Peter to deal with this world's Wolverine.

Regime Wolverine tried to punch at him, but Spider-Man simply blocked and then Regime Wolverine kicked his exposed chest. Peter gasped as he backed away from Regime Wolverine.

"You're not wanted here, bub!" Regime Wolverine declared.

**ROUND 3: SPIDER-MAN VS WOLVERINE (REGIME)-**

Wolverine tried to hit at Peter, but Peter punched him in the face. Peter then flipped Wolverine upwards and then webbed him in the chest, slamming him back down to the ground again.

Wolverine then gave Peter a quick jab in the chest, but Peter's durability enhancement prevented the wound from being fatal. Peter punched Wolverine upwards, and then punched him in the chest, sending him to the far opposite end of the street where he bounced off a car and then back towards Peter. Peter did a backflip kick, sending Wolverine into the air once more before slamming him back down to the ground.

Peter then gave Wolverine two punches to the face, and then leaped up, firing a web-line which stuck to Wolverine's chest. Peter pulled him up and pushed Logan back down to the ground with both his feet. Spider-Man went in to take him down, but Wolverine simply smacked his head down into the ground. Logan came in for the kill again, but Peter knocked him back with a simple punch to the chest, and then shot two web balls at fast speed which hit Wolverine in the chest, knocking some air out of his lungs due to the speed they were traveling at.

Wolverine jabbed him with the claws again, but Peter kicked him back to the far other side of the street. Peter gave two more jabs to the face, and then web-zipped himself into Wolverine, kicking him in the chest once more. Wolverine jabbed him, but Peter kicked him again, and punched him into the air once more. Wolverine hit the ground, and Peter unleashed a series of combos before Wolverine finally hit the ground, defeated and unconscious.

"I may not be wanted." Peter explained, "But I'm clearly needed."

With that, he web-zipped over to a nearby building the Carol was hovering by. Bellow them, the students of Wolverine's school were beginning to run away as The Asgardians and Kree gave chase.

"I guess school's out forever." Peter quipped.

"Good news, Peter!" Carol declared, "We've broken their ranks and they're retreating."

"Cool!" He said, "Just one thing…your other self attacked me."

"Sorry." Carol apologized, "She had a safe word code for the prison on the ship. Nobody knew about it."

"It's okay." Peter assured, "Took care of her and she's webbed up with the others."

"Good." Carol said, "So I'll break off a legion of Kree as soon as I can so we can start with rescue and recovery."

"Thanks, Carol." Peter nodded, "You always make it look easy."

"Let's take care of this first." Carol replied, "Then you can tell me how easy I make this look."

"We'll need to…" Peter began.

But then his spider-sense began blaring at him.

Peter turned around, only to see a tuck flying at him before it smashed into his body, sending him crashing through the building he was sticking to and landing on the other side.

"PETER!" Carol screamed.

"Carol!" Her worlds' Steve Roger said in her communicator, "Don't worry! We're sending help. You just focus on the students. We've brought the big guy."

Carol looked in the direction from which the truck had been thrown and saw something in the distance. A large figure was leaping across the buildings, and Carol suddenly felt assured that Peter would be okay.

"Got it." She said.

….

_**Meanwhile…**_

Regime Hulk stood over the truck. His orders were clear, kill the Spider, and that would be that.

He went over to the truck and tossed it away like a kid throwing a toy would. Peter was still alive, his bones not yet turned to toothpaste, but felt incredibly close to ending up that way.

Regime Hulk picked Peter up and growled at him. Peter responded with an almighty headbutt, causing Regime Hulk to release him. Peter then punched at his right side, and then made an upper cut his jaw, followed by an elbow slam to the head. Peter then tried to punch him, but Regime Hulk grabbed his arm and tossed him aside. The Regime Hulk then proceeded to stomp Peter's chest with his large boot. Peter felt the pressure each time the Gamma-Monster slammed his chest, and didn't know how much more he could take.

Suddenly, he saw something land behind the beast and grinned.

"Hulk…" He said weakly.

Regime Hulk looked confused, but turned around to see another Hulk standing there, giving a sinister grin.

"Smash." Peter ordered.

The Hulk of Peter's world responded with a punch to his duplicate's face, sending him flying backwards. Regime Hulk went in to punch the imposter, but Hulk simply dodged and then kneed Regime Hulk in the gut. Regime Hulk attempted to kick him, but Hulk simply grabbed the boot and flipped him into the air, causing his counterpart to land on his back hard in pain. Hulk then delivered an incredible German suplex to his counterpart's stomach, before grabbing Regime Hulk and tossing him far into the distance. Regime Hulk went flying until he crash-landed in Stark Tower, and then the parallel world Hulk landed in the window he had smashed through, grinning at his duplicate.

**ROUND 4: HULK VS HULK (REGIME)-**

Regime Hulk was weak, but still attempted to put up a fight to defeat this new Hulk. However, this Hulk was ready for battle and lunged at Regime Hulk, giving him another head-butt and then sent him to the ground.

Regime Hulk delivered a series of quick punches faster than anything Mainstream Hulk had seen, but to him, these were just weak punches. Hulk then grabbed his duplicate, throwing him into the air, before grabbing his legs and slamming Regime Hulk down to the ground. Regime Hulk tried to get up, but Mainstream Hulk grabbed a nearby table and then slammed it into Regime Hulk, sending him down to the ground again.

Hulk could see that his Regime Counterpart was weakened and knew it was the time to enact the plan that Captain America told him about, as he saw the Regime Helicarrier, floating next to the building.

"I know what you're thinking." Mainstream Hulk said, grabbing Regime Hulk's head and slamming it into his knee.

"You're thinking how could I beat you?" He asked, kicking Regime Hulk in the chest which slammed him into the nearby wall, leaving a huge impact mark on there.

"It's all because of one reason." Mainstream Hulk elaborated, grabbing his evil self's leg.

"You're a puny Hulk."

With that, Regime Hulk was slammed around the ground by his Mainstream counterpart, similar to how a kid would carelessly throw their action figure toy around. When he was finished, he threw Regime Hulk at the Regime Helicarrier. Regime Hulk screamed as he was slammed through multiple walls until he finally came to a halt inside the main control deck. This was a new helicarrier, so it was on auto-pilot, meaning nobody was around.

Nobody, except for Spider-Man, of course. Peter had managed to heal a bit since his fight, but he was still feeling a bit woozy. Still, he saw Regime Hulk was also woozy, so he just had to take him down.

Regime Hulk glared at Peter.

"I live to kill you." He said.

"Then you'll live disappointed." Peter shot back.

**ROUND 5: SPIDER-MAN VS HULK (REGIME)-**

Peter quickly punched Regime Hulk in the chest, as he went flying back into the far wall. Peter then went near him, and then punched him upwards, before webbing him back down to the ground face-first again.

Regime Hulk attempted to trample over him, but Peter leaped up behind him, and kicked him in the back, sending him flying over into the wall again. Peter then pulled back and then let punched Regime Hulk right in the chest. The punch was strong enough to send Regime Hulk flying through the metal doors, and through the metal flooring of the helicarrier, until he crashed into the laboratory. There, were some of the weapons the Regime had been building, and even a portal to the Negative Zone.

Spider-Man showed up and grabbed a desk, slamming it over Regime Hulk's head, and then web-zipped forward, slamming both of his feet into Regime Hulk's chest. Regime Hulk attempted to get back, up but with all the exhaustion from his two fights, he collapsed to the ground, and then Peter stood over him, now realizing what he could do to take care of him.

"My death's not today." Peter explained, as he grabbed Regime Hulk. Using all his strength, Peter spun the beast around, tossing him into the Negative Zone and then quickly used the console to close the portal. Peter took heavy breaths, due to his own beating. He couldn't help but feel that something was still off.

And then the doors opened and he saw him. It was his Regime counterpart. Peter gasped as his Regime counterpart had discarded his mask and was walking around with his face exposed. The face of Peter's evil self scared him to his core. This version of him was five years older, with a hit of laugh-lines, and with no happy emotions. His face was pure scowling, and Peter had never seen anything like it. Even at times like the death of Gwen and when Harry had died, he never showed any amount of hatred as his duplicate was showing.

"I knew they'd pull you through eventually." Regime Peter scowled, pointing his index finger at Mainstream Peter, "You don't belong here."

Mainstream Peter stood strong as he walked over and faced his alternate self.

"My obligations don't end with my dimension." Mainstream Peter responded.

"I am this world's savior! I protect it!" Regime Peter declared.

Mainstream Peter was shocked.

"That's what you call what's going on out there?!" He asked, in complete amazement, "Protection?!"

His alternate self finally gave the faintest resemblance of a smirk, but it was one Peter didn't like at all. It was like those that Norman or Otto would usually give him whenever they were gloating about world domination. That's what his alternate self was doing.

"Disobedient children will be punished as they deserve." The Regime Spider-Man answered.

"Children?!" Mainstream Spider-Man questioned, trying to explain to his alternate-self, "We're not gods. We don't decide who lives and who dies-"

"The decision IS mine!" Regime Peter yelled, taking Mainstream Peter off-guard, "It became mine when The Red Skull turned me into a weapon of mass destruction!"

"I know what you lost." Mainstream Peter assured.

"And you judge me?!" The Regime founder spat.

He circled the good Spider-Man, once again giving an evil smirk.

"After I've killed you," He explained, "I'll bring Mary Jane here. When she sees the way I've protected this world, she'll be-"

"She'll be afraid and disgusted!" Mainstream Spider-Man assured, "Mary Jane's not an idiot. She'll see you exactly for how you-"

"IT WON'T MATTER!" Regime Peter yelled, "SHE'LL BE ALIVE AND I'LL MAKE HER SEE THINGS MY WAY!"

Mainstream Peter had enough of this.

"Mary Jane's death doesn't-"

"He stole her from me!"

"And you stole this world's freedom!" Mainstream Spider-Man declared, "It's time to give it back."

**ROUND 6: SPIDER-MAN VS SPIDER-MAN (REGIME)-**

Mainstream Peter started the fight by punching his Regime self in the face.

Regime Peter leaped up and then kicked his Mainstream counterpart in the face, sending him to the ground. Mainstream Peter got up again, but his Regime counterpart kicked him down again. He was about to kick Peter again, but the good Spider-Man leaped up over him and then kicked him in the back, causing him to crash into the door. The Mainstream Spider-Man then went over and punched his Regime self in the chest, sending him flying through the door.

Regime Peter screamed as he crashed through multiple doors, thanks to the punch his Mainstream Counterpart had hit him with. Regime Peter suddenly crashed into the hangar room and into a jet, inadvertently setting off the controls. Regime Peter screamed as the Jet went spinning out of control and sent him flying into the helicarrier's rotating blades, before the helicarrier's automated systems detected him inside and stopped briefly to swat him out with a panel before resuming flight.

Regime Spider-Man screamed as he was sent into the helicarrier's main deck, crashing through the glass window and into the floor. Regime Peter was weakening and his costume was shredded, but he wasn't about to let this fool take everything away when he was so close to victory.

Mainstream Spider-Man showed up soon afterwards, and the two continued their fight. Mainstream Peter delivered a quick series of punches and kicks faster than his Regime counterpart could anticipate. Then Regime Peter blocked one of Mainstream Peter's punches and pushed him back.

"Mary Jane will be mine again!" Regime Peter declared, readying himself.

"I won't let you near her!" Mainstream Peter responded.

With that, the two clashed. Mainstream Peter struck with his foot first, sending Regime Peter back a bit. Regime Peter recovered and webbed Mainstream Peter by the chest, slamming himself into Mainstream Peter with his feet. He then delivered a series of punches and kicks faster than Mainstream Peter could anticipate before punching him backwards. Regime Spider-Man went in for the kill, but then realized that Mainstream Spider-Man had sudden crouched down.

Before Regime Peter could respond, Mainstream Peter leaped back into the nearby wall, and launched himself off, striking Regime Peter in the shoulder with his foot, and then bouncing of it onto the next wall. Mainstream Peter then webbed his counterpart and pulled him upwards. He then flew past him, giving him a flying kick as he zoomed past, and started to web him up in a cocoon. He then gave repeated flying kicks so fast that Regime Peter wasn't sure how much had been given to him. All the while he was being webbed up until Mainstream Peter had him all tied up in a large cocoon. Mainstream Peter then leaped above him and kicked his Regime counterpart down to the ground with his foot.

Regime Peter hit the ground hard and attempted to lift himself up, but failed as he fell to the ground, defeated.

Mainstream Peter looked over his counterpart.

"Your reign is over." He told the Regime leader.

"NO!" Regime Peter declared, forcing himself up off the ground, using any adrenaline in his body to help, "I WON'T LET YOU WIN!"

"You've lost." Mainstream Peter said, sympathetically, "Because you've become consumed by madness."

"Oh, really?!" Regime Peter snarled, leaping towards his mainstream counterpart to choke him, "Then tell me, Spider-Man. What does it mean then?! When everything you've given your life to protect is gone?! When you see the true evil in the world cannot be stopped with jokes and simply beating them up for the police?! What does it mean I should do?! TELL ME!"

"I'm glad you asked." Mainstream Peter said, ducking underneath his Regime counterpart as he rolled to the other side.

Regime Peter went over to his duplicate, attempting to punch him but Mainstream Peter simply grabbed him by the shoulder and kneed him in the gut.

"It's about being the guy who others can respect and he can respect back!" He said, tossing his Regime counterpart into a wall, leaving an imprint on there.

"It's about doing the right thing and never succumbing to killing even after everything we hold dear is gone!" Mainstream Peter said, marching over to his Regime counterpart.

Regime Peter groaned as he tried to fire some web ball shots at Mainstream Peter, who simply dodged them all.

"It's about setting an example for other heroes and people who have incredible gifts, but need one thing to use them correctly. A lesson you should know by heart!" Mainstream Peter said, finally reaching his Regime counterpart.

He then delivered an almighty punch to his Regime Self.

"WITH-" Mainstream Peter said, throwing another punch.

"GREAT-" He said, throwing another punch.

"POWER-" He said, as Regime Peter caught the next punch.

"COMES-" He continued, as he blocked another punch and threw Regime Peter in the opposite direction over his shoulder, as he landed on the ground with a 'thud!'

"GREAT-" He continued, as Regime Peter watched as his Mainstream counterpart landed by him, pulling him up by the collar of his costume.

"RESPONSIBILITY." Mainstream Spider-Man concluded, giving one last final right hook punch to Regime Peter's face, giving a loud 'KOOM!' sound.

Regime Peter groaned, as his adrenaline faded. He had failed, he was far too weak to fight his mainstream self now, but tried to stay conscious for a little while longer.

"Using your powers responsibly means using them to show you're a good person." Mainstream Peter told his Regime counterpart, "Not by annihilating your enemies, but by bringing them to justice to let the way of the world work things out for you. And yeah, I've had times when I almost killed others. But then I think about the people I miss who have died and what they would say to me. And I know that no matter what, I have to do what's right, even if it isn't always fair to me. That's why you'll never be Spider-Man. You won't hurt these people any longer."

Regime Peter groaned as he forced himself up a bit to tell Mainstream Peter something.

"Pain…and violence is the only thing anybody understands," Regime Peter groaned, "One day…you'll learn…"

With that, Regime Peter fell back.

Mainstream Peter got back up and looked to see that his universe's versions of Carol, Logan, and Tony had arrived along with the Insurgency's Cap. They circled Regime Peter, and he knew he couldn't fight them all now.

He stared at Insurgency Steve and shot a mean look at him.

"You'll have to kill me." He warned.

"No." Insurgency Captain America replied, "Not even you. There's been enough killing."

…...

_**Soon…**_

_**The Streets Near the Daily Bugle…**_

Mainstream Thor and Wolverine threw Regime Winter Soldier into the prison bus along with the other Regime Members. They watched as the former Regime Tony and Wanda walked on willingly, cuffed behind their backs.

The two paused for a minute to look at the Parallel Duplicates of Clint and Natasha. The counterparts of the ones who Peter had murdered. Clint gave a salute to them, to which Regime Tony and Wanda nodded with a small smile in response. Unlike the other Regime members, they were doing this willingly and would pay with whatever sentence was given to them to make up for what they had done.

The two got in the bus and sat down as the back door closed, and drove the Regime forces away

….

_**The Insurgency HQ…**_

The Red Skull was walking into the portal this world's Captain America had acquired to be sent back to his own Earth. His universe's Captain America stood by the portal vigilantly as this world's version of Sin forced him forward with a gun which she occasionally had to shove behind his back to keep him moving.

…

_**Hala, The Kree Empire's Homeworld…**_

"_Spider-Man and his accomplices have been rounded up, or have turned themselves in. The next part is restoring civil order."_

"_The Transitional Government has its hands full. But we're here if they need any help."_

"_Thanks, but no. The people need to know they're in control, not us."_

Carol Danvers watched as her duplicate was being taken away by the Kree Soldiers. This universe's Captain Marvel had been stripped of her costume, having it replaced with a Kree prisoner's suit. Regime Carol shot one last dirty look at her Mainstream self before being taken away. Carol took one last look at her counter part's costume which now stood hanging in a vault before flying back to Earth to rejoin her team for the trip back to her reality.

….

_**Washington DC…**_

"_So you still haven't changed your mind then?"_

"_I respect the President's offer, but I don't belong in politics. None of us do."_

Tony Stark looked at the tomb which had been built in record time following the defeat of this world's Regime. It was built over a small pool of water, leading up to a slab featuring an image framed within the top of the slab of a man with red hair which contained black streaks in it.

Underneath the photo read the words 'HERE LIES NORMAN VIRGIL OSBORN. A TRUE HERO, BELIEVER, HUSBAND, AND FATHER. HIS SACRIFICE WILL NOT BE FORGOTTEN' engraved into the slab. Tony bowed his head as he left the faceplate of the Iron Goblin underneath the slab. Saying a silent prayer, Tony left the site to rejoin his team as they would be leaving soon.

"_You still think Captain America still has a place here?"_

"_Crime and wars will return. Clint would've called me stubborn. I'm just being realistic."_

"_And your Spider-Man?"_

"_He'll stand trial. They all will."_

….

_**The Raft…**_

Mainstream Peter and the former Insurgency Captain America were watching this world's Peter Parker who was now trapped inside a specially-made cell which was filtered with pheromones to block his powers through the ventilation system. Peter was about to return home, but wanted to see how everything would be before he left.

Sighing, Mainstream Peter looked down at the ground.

"He was right, you know." Mainstream Peter said.

"About what?" The Steve Rogers of this world asked.

"Put in the same position, I might've done the same thing." Mainstream Peter explained, "We never know what we're truly capable of."

The former Insurgency Avengers leader was silent, but then found the right words to say.

"I truly hope that for your world's sake, you don't find out." He said.

Mainstream Peter nodded as he and this worlds' Cap began to leave.

"Just keep this in mind." The Star-Spangled Avenger from this universe warned.

"Yeah?" Mainstream Peter asked.

"If something ever does happen, and you do loose it," this world's Captain America explained, "I'm coming for you."

Mainstream Peter chuckled.

"You'll have to get in line. I gotta face the worst threat of all. Explaining to my Aunt and Wife what I've been doing for the past few hours." He explained.

Soon they had left, leaving The Peter Parker of Earth-199999616b alone. He was sitting in his cell with one knee bent and his back against the bed in his prison. His eyes were closed, and his head slummed down, as he remembered every choice that had brought him to this moment. He remembered all of them, and knew that no matter what had happened, everything he did, was all done for what he believed in.

Suddenly, he heard a buzzing noise in his head. His eyes opened and he gave a mean stare. He was going to get out of here, and kill everyone who put him here.

"I'll kill every last one of them." Regime Peter vowed, through his gritted teeth.

….

"_But whether the Peter Parker of Earth-199999616b succeeded in his quest or not, is a story for another time. For now, I must leave you with a morale to this story. One of your fellow humans named Martin Luther King Junior once said that "Injustice anywhere is a threat to justice everywhere." You live in a world where violence and death happen at any time, privileged watchers. It can come in many forms from wars to diseases. You or people you know have lost loved ones, and are often prone to experience the feeling of anger whenever you go through the stages of grief. Now that you have seen the limits a Spider-Man would go to defend his world, you might ask if something like this were to happen to you, could you prevent it. I cannot help you unfortunately, because I am bound to never directly interfere with your events. I cannot help you change history or destiny, even if it is to be done in the name of the greater good. But I can offer you advice. Something I learned from a young human many years ago. Whenever you feel angry at the world, just remember that you all have the power to make it right, but that when you die, you will be judged by how you contributed to setting the world the right way. If you are to earn an honorable death and spend eternal time in the world beyond, you must use whatever skills you have responsibly for the good of all mankind. Because as a man had to learn many years ago in his youth, with great power, there must also always come great responsibility. Thus, it is my responsibility to watch and record until the end of time. For I…am the Watcher."_

_**-Uatu the Watcher, Designated Watcher of Earth Earth-199999616**_

_**The End.**_

**There you go, folks! That end Marvel's Avengers: Superior to Us! And by the way, I counted the number of jokes I had in here, and I still outnumber the jokes from those other two Spider-Man writers I don't like with a grand total of 10 jokes to 3 combinded together. And no, I do not count "mother ******," or "I'm winning" as jokes, because they are writings of two very disturbed people whom have different views on Spider-Man that what he is supposed to be about. However, that is just my opinion, and anyone else is entitled to theirs. I just try to explain what Spider-Man means to ME personally and why I think the stuff being put in his movies and comics are pure garbage now in my own opinion. Hope you all enjoyed the story! I'm gonna be posting a poll for 'EXTRA FIGHTER' Chapters soon, and I'll be posting a little 'Behind The Scenes' feature about who I would have as the voice talent if this were a real game, and also a little bit of deleted scenes for stuff I didn't have time to add. Until next time, take care!**


End file.
